Common use of Optional Redemption Clause in Contracts

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June February 15, 20142026, the Issuers Operating LLC may on any one or more occasions redeem up to 3540% of the aggregate principal amount of the Notes issued outstanding under this Indenture, upon the Indenture (which may include Additional Notes) with an amount of cash not less greater than 30 nor the amount equal to the net cash proceeds from one or more than 60 days’ notice, Equity Offerings at a redemption price equal to 108.625108.125% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, on the Notes to be redeemed to, but excluding, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest, if any, due on the related Interest Payment Date that is on or prior to the redemption date); provided that (i) at least 50% of the aggregate principal amount of the Notes issued on the Issue Date (excluding Notes held by the Company and its Subsidiaries) remains outstanding after each such redemption and (ii) the redemption occurs within 180 days after the closing of such Equity Offering. (b) At any time or from time to time prior to February 15, 2026, (the “2029 Notes Step-Down Date”) Operating LLC may redeem, on one or more occasions, all or a part of the Notes, at a redemption price equal to the 2029 Notes Make-Whole Price, subject to the rights of Holders of Notes on the relevant record date to receive interest interest, if any, due on the relevant interest payment related Interest Payment Date that is on or prior to the redemption date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that:. (1c) at least 65In the event that Holders of not less than 90% of the in aggregate principal amount of the outstanding Notes originally issued under this Indenture accept a Change of Control Offer or Alternate Offer and the Company (excluding or any third party making such Change of Control Offer in lieu of the Company as described in Section 4.14(c) of the Indenture) purchases all of the Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014Holders, the Issuers may redeem up to $18.0 million in principal amount of Company will have the Notes in each such twelve-month periodright, upon not less than 30 10 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to any Change of Control Offer or Alternate Offer described in Section 4.14 of the Indenture, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to 103% the Change of Control Payment plus, to the extent not included in the Change of Control Payment, accrued and unpaid interest, if any, on the Notes that remain outstanding, to, but excluding, the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest, if any, due on the related Interest Payment Date that is on or prior to the redemption date). (d) Except as provided in the immediately preceding paragraphs (a), (b) and (c), the Notes will not be redeemable at Operating LLC’s or the Company’s option prior to February 15, 2026. (e On and after February 15, 2026, Operating LLC may redeem, on one or more occasions, all or a part of the Notes, from time to time at the following redemption prices (expressed as a percentage of principal amount of the Notes to be redeemed, ) plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date Notes to receive interest on the relevant interest payment date). (c) At any time prior to June 15be redeemed to, 2015but excluding, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a applicable redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, (subject to the rights of Holders on the relevant record date to receive interest interest, if any, due on the relevant payment date. (d) Except pursuant related Interest Payment Date that is on or prior to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemptiondate), if redeemed during the twelve-month period beginning on June February 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2026 104.063% 2016 102.156 2027 102.031% 2017 2028 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.100.000%

Optional Redemption. (a) At any time prior to June 15September 1, 20142027, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes (calculated after giving effect to the issuance of any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625107.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption (subject to the rights right of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date) with ), in an amount equal to the net amount of cash proceeds of an any Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 65the lesser of (a) 50% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding including any Additional Notes) then outstanding or (b) $325.0 million aggregate principal amount of the Notes held by Eldorado and Eldorado’s subsidiaries(including any Additional Notes) remains outstanding immediately after the occurrence of each such redemptionredemption (except to the extent otherwise repurchased or redeemed in accordance with the terms of this Indenture); and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15September 1, 20152027, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior notice, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as ofof the date of the redemption notice, and accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. (c) At any time, in connection with any offer to purchase the Notes (including pursuant to a Change of Control Offer, Alternate Offer or Asset Sale Offer), if Holders of at least 90% in aggregate principal amount of the Notes outstanding tender such Notes in such offer, the Issuer or such other Person, upon notice given not more than 60 days following such purchase pursuant to such offer, may redeem all of the remaining Notes at a price in cash equal to the price offered to each Holder in such prior offer, plus, to the extent not included in the prior offer payment, accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. In determining whether the holders of at least 90% in aggregate principal amount of the outstanding Notes have validly tendered and not validly withdrawn Notes in an offer, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of such offer. (d) Prior to September 1, 2027, the Issuer may redeem during each calendar year commencing with the calendar year in which the Issue Date occurs up to 10% of the aggregate principal amount of the Notes, including any Additional Notes, at its option, from time to time at a redemption price equal to 103% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date). (de) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June 15September 1, 20152027. (ef) On or after June 15September 1, 20152027, the Issuers Issuer may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to (but not including) the applicable date of redemption, if redeemed during the twelve12-month period beginning on June 15 September 1 of the years indicated below (below, subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date: 2027 103.688 % 2028 101.844 % 2029 and thereafter 100.000 % (g) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. In connection with any redemption of Notes made pursuant to this Section 3.07, any such redemption may, at the Issuer’s discretion, be performed by another Person and be subject to one or more conditions precedent. In addition, if any redemption is subject to satisfaction of one or more conditions precedent, the related notice of redemption shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be modified or rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed (which may exceed 60 days from the date of the redemption notice in such case). Such notice of redemption may be extended if such conditions precedent have not been met by providing notice to the Holders of the Notes. Notes called for redemption become due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 applicable redemption date (to the extent such redemption date occurs and thereafter 100.000 % as such date may be extended or delayed). Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption datedate (whether or not a Business Day). (fh) The Issuer or its Affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall one or more tender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuer or any such Affiliates may determine. To the extent Notes are purchased or otherwise acquired by the Issuer, such Notes may be made pursuant to the provisions of Sections 3.01 through 3.06 hereofcancelled and all obligations thereunder terminated.

Optional Redemption. (a) At any time prior to June 15December 1, 20142015, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625of 108.500% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Additional Amounts, if any, to the redemption date of redemption (subject to the rights of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) ), with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15December 1, 2015, the Issuers, at their option, Company may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to to, the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three two preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June 15December 1, 2015. (ed) On or after June 15December 1, 2015, the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interestinterest and Additional Amounts, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 December 1 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): : Year Percentage 2015 104.313 106.375 % 2016 102.156 104.250 % 2017 102.125 % 2018 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15April 1, 20142015, upon not less than 30 nor more than 60 days’ notice, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625of 110.25% of the their principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) , with the net cash proceeds of an from one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided provided, that: (1) at least 65% of the aggregate principal amount of Notes originally that were initially issued under this Indenture (excluding Notes held by Eldorado the Issuer and Eldorado’s subsidiariesits Subsidiaries) remains would remain outstanding immediately after the occurrence of such proposed redemption; and (2) the redemption occurs within 45 90 days of the date of after the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012at any time prior to April 1, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period2015, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount Issuer may, on any one or more occasions, redeem all or part of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, thereof plus the Applicable Redemption Premium as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to date of redemptionthe redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphssubsections (a) and (b) of this Section 3.07 and Section 3.08 hereof, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June 15April 1, 2015. (e) On . At any time on or after June 15April 1, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes and prior to maturity, upon not less than 30 nor more than 60 days’ notice, the Issuer may, on any one or more occasions, redeem all or part of the Notes. These redemptions will be in amounts of $200,000 or integral multiples of $1,000 in excess thereof at the following redemption prices (expressed as percentages of their principal amount) set forth belowamount at maturity), plus accrued and unpaid interestinterest and Additional Amounts, if any on the Notes redeemedany, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning commencing on June 15 April 1 of the years indicated below (set forth below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): : 2015 104.313 105.125 % 2016 102.156 % 2017 and thereafter 100.000 % % (d) Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fe) Any redemption pursuant to this Section 3.07 shall will be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. Any redemption or notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent.

Optional Redemption. (a) At any time The Notes will not be redeemable at the Company's option prior to June 15_____________. The Notes may be redeemed, 2014in whole or in part, at the Issuers may on any one or more occasions redeem up to 35% option of the aggregate Company on or after _____________, at the redemption prices specified below (expressed as percentages of the principal amount thereof), in each case, together with accrued and unpaid interest, hereon to the date of Notes issued under this Indentureredemption, upon not less than 30 nor more than 60 days’ ' notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 ___________ of the years indicated below below: REDEMPTION YEAR PRICE [(subject b) Notwithstanding the foregoing, prior to ____________, the Company may, on any one or more occasions, use the net proceeds of one or more offerings of its capital stock to redeem up to __% of the aggregate principal amount of all notes that had been issued under the Indenture up to the rights time of Holders redemption at a redemption price of Notes on __% the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment principal amount of the redemption pricenotes redeemed, interest will cease plus accrued and unpaid interest, to accrue on the date of redemption; provided that, after any such redemption, the aggregate principal amount of the Notes or portions thereof called for redemption on outstanding (excluding Notes held by the applicable redemption date. (fCompany and its Subsidiaries) Any redemption pursuant to this Section 3.07 shall be made pursuant must equal at least __% of the Notes that had been issued under the Indenture up to the provisions time of Sections 3.01 through 3.06 hereofredemption; and provided further, that any such redemption shall occur within 90 days of the date of closing of such offering of Capital Stock of the Company.]

Optional Redemption. (a) At The Company may redeem the Notes, at its option, in whole at any time prior or in part from time to June 15, 2014, time (the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice“Make-Whole Redemption”), at a redemption price equal to 108.625the greater of: (1) 100% of the principal amount of the Notes to be redeemed, and (2) the present value of the sum of the principal amount that would be payable on such Notes on September 1, 2011 and all remaining interest payments to and including September 1, 2011 (but excluding any interest accrued to the Make-Whole Redemption Date), discounted on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) from September 1, 2011 to the Make-Whole Redemption Date at a per annum interest rate equal to the Applicable Treasury Rate on such Make-Whole Redemption Date plus 0.50%, in each case, plus accrued and unpaid interest, if any, to the date of applicable redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In additionNotwithstanding the foregoing, not more than once during each twelve-month period ending on June 15 of 2012or prior to September 1, 2013 and 20142007, the Issuers may Company, on one or more occasions, may, at its option, redeem up to $18.0 million 35% in aggregate principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, (including Additional Notes) originally issued under the Indenture at a redemption price equal to 103106.250% of the their principal amount of the Notes redeemedamount, plus accrued and unpaid interest, if any, to the date Redemption Date, in each case with the net cash proceeds of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part Equity Offerings by Parent to the extent that the net cash proceeds thereof are contributed to the common equity capital of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal Company or are used to 100% subscribe from the Company shares of Qualified Capital Stock of the Company; provided that (1) at least 65% in aggregate principal amount of the Notes redeemed, plus (including Additional Notes) originally issued under the Applicable Premium as of, Indenture remain outstanding immediately after the occurrence of each such redemption and accrued and unpaid interest, if any, to (2) such redemption occurs within 90 days of the date of redemption, subject to the rights closing of Holders on the relevant record date to receive interest due on the relevant payment dateany such Equity Offering. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior Prior to June April 15, 20142020, the Issuers Company may on any one or more occasions redeem up to 35% of the original aggregate principal amount of the Notes issued under this Indenture(calculated after giving effect to any issuance of Additional Notes) with the net cash proceeds of one or more Equity Offerings, upon not less than 30 nor more than 60 days’ noticenotice mailed or otherwise delivered to each Holder (with a copy to the Trustee) in accordance with the applicable procedures of DTC, at a redemption price equal to 108.625105.125% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to to, but excluding, the date of applicable redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: : (1) at least 65% of the original aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariescalculated after giving effect to any issuance of Additional Notes) remains outstanding immediately after the occurrence of each such redemption; and and (2) the such redemption occurs within 45 120 days of the date of after the closing of such Equity Offering. (b) In additionAt any time prior to April 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142022, the Issuers Company may redeem up the Notes, in whole at any time and in part from time to $18.0 million in principal amount of the Notes in each such twelve-month periodtime, upon not less than 30 nor more than 60 days’ noticeprior notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at a redemption price equal to 103100% of the aggregate principal amount of the Notes to be redeemed, plus the Applicable Premium, plus accrued and unpaid interest to, but excluding, the redemption date. All calculations of Applicable Premium will be made by the Company and reported to the Trustee in writing, and the Trustee will have no duty or obligation to review the accuracy of such calculations. (c) Except pursuant to Section 3.07(a), (b) and (e) hereof, the Notes shall not be redeemable at the Company’s option prior to April 15, 2022. (d) On and after April 15, 2022, the Company may redeem the Notes, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ notice sent or otherwise delivered to each Holder (with a copy to the Trustee) in accordance with the applicable procedures of DTC, at the redemption prices (expressed as a percentage of the principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any, to on the Notes, to, but excluding, the applicable date of redemption (subject to the rights of holders of Notes record on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June April 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2022 102.563 % 2016 102.156 2023 101.708 % 2017 2024 100.854 % 2025 and thereafter 100.000 % Unless % (e) If the Issuers default Company becomes obligated to pay any Additional Amounts because of a change in the payment laws or regulations of Canada or any Canadian Taxing Authority, or a change in any official position regarding the application or interpretation thereof, in either case that is publicly announced or becomes effective on or after the Issue Date, the Company may, at any time, redeem all, but not part, of the Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to (but excluding) the redemption pricedate, interest will cease to accrue on provided that at any time that the aggregate principal amount of the Notes or portions thereof called for redemption on outstanding is greater than US$20.0 million, any Holder of the applicable redemption dateNotes may, to the extent that it does not adversely affect the Company’s after-tax position, at its option, waive the Company’s compliance with the provisions of Section 4.20 hereof with respect to such Holder’s Notes; provided, further, that if any Holder waives such compliance, the Company may not redeem that Holder’s Notes pursuant to this Section 3.07(e). (f) Any redemption prepayment pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (g) The Company shall be responsible for making all calculations called for under this Indenture (including, without limitation, calculation of the Applicable Premium) and the Notes. The Company will make all such calculations in good faith and, absent manifest error, its calculations will be final and binding on Holders. The Company will provide a schedule of its calculations to the Trustee when applicable, and the Trustee is entitled to rely conclusively upon the accuracy of such calculations without independent verification. The Trustee will deliver a copy of any such schedule to any Holder upon the written request of such Holder.

Optional Redemption. (a) Except pursuant to this Section 3.07, the Notes shall not be redeemable at the Issuer’s option. (b) At any time prior to June 15July 20, 20142027, the Issuers Issuer may on any one redeem the Notes, in whole or in part, upon not less than 10 nor more occasions redeem up than 60 days’ prior notice mailed or otherwise delivered to 35each Holder (with a copy to the Trustee) in accordance with the procedures of DTC at a redemption price equal to 100% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of plus the principal amount of the Notes redeemedApplicable Premium, plus accrued and unpaid interest, if any, to to, but excluding, the date redemption date. Calculation of redemption (subject to the rights Applicable Premium will be made by the Issuer or on behalf of Holders of Notes on the relevant record date to receive interest on Issuer by such Person as the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentIssuer shall designate; provided that: (1) at least 65% that such calculation or the correctness thereof shall not be a duty or obligation of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date)Trustee. (c) At any time prior to June 15on and after July 20, 20152027, the Issuers, at their option, Issuer may on one or more occasions redeem all or a part of the Notes, in whole or in part, upon not less than 30 10 nor more than 60 days’ prior noticenotice mailed or otherwise delivered to each Holder (with a copy to the Trustee) in accordance with the applicable procedures of DTC, at the following redemption prices (expressed as a redemption price equal to 100% percentage of the principal amount of the Notes to be redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest on the Notes, if any on the Notes redeemedany, to to, but excluding, the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on June 15 July 20 of each of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2027 102.156% 2016 102.156 2028 102.156% 2017 2029 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.100.000% (fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof3.06. (e) Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer, an Alternate Offer or an Asset Disposition Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and the Issuer or a third party in lieu of the Issuer purchases all of the Notes validly tendered and not withdrawn by such Holders, the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice (except that such notice may be delivered or mailed more than 60 days prior to the redemption date or purchase date if the notice is subject to one or more conditions precedent as described in the foregoing paragraph), given not more than 30 days following such purchase date, to redeem (with respect to the Issuer) or purchase (with respect to a third party) all Notes that remain outstanding following such purchase at a redemption price equal to the price offered to each other Holder (excluding any early tender or incentive fee) in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon to, but excluding, the date of such redemption.

Optional Redemption. (a) At Except pursuant to paragraphs (b) and (c) of this Paragraph 6, the Notes will not be redeemable at the Issuers’ option prior to October 1, 2016. On or after October 1, 2016, the Issuers may redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Special Interest, if any, on the Notes redeemed to the applicable Redemption Date, if redeemed during the twelve-month period beginning on October 1 of each year indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant Interest Payment Date: Year Percentage 2016 102.938 % 2017 101.469 % 2018 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable Redemption Date. (b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 6, at any time prior to June 15October 1, 20142016, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of the outstanding Notes (including any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625of 105.875% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Special Interest, if any, to the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date) Redemption Date), with the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentTLLP; provided that: (1) that at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado TLLP and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) and the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (bc) In additionNotwithstanding the provisions of subparagraph (a) of this Paragraph 6, not more than once during each twelve-month period ending on June 15 of 2012at any time prior to October 1, 2013 and 20142016, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Special Interest, if any, thereon to date of redemptionthe Redemption Date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment dateInterest Payment Date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15February 1, 20142019, the Issuers Company may on any one redeem the Notes in whole or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenturein part, at its option, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, at a redemption price (expressed as percentages of principal amount of the Notes to be redeemed) equal to 100100.000% of the principal amount of the Notes redeemed, redeemed plus the relevant Applicable Premium as of, and accrued and unpaid interest, if any, to but excluding the date of redemptionredemption (the “Redemption Date”), subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 . (b) At any time and from time to time prior to February 1, 2019, the Company may, on one or more occasions, upon not less than 15 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, redeem up to 40.0% 2016 102.156 of the original aggregate principal amount of Notes issued under this Indenture at a redemption price (expressed as percentages of principal amount of the Notes to be redeemed) equal to 109.5% 2017 of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable Redemption Date, subject to the right of Holders of record of the Notes on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds received from one or more Equity Offerings; provided that not less than 50.0% of the original aggregate principal amount of Notes initially issued under this Indenture remains outstanding immediately after the occurrence of each such redemption (excluding Notes held by the Company or any of its Restricted Subsidiaries); provided further that each such redemption occurs not later than 180 days after the date of closing of the related Equity Offering. The Trustee shall select the Notes to be purchased in the manner described under Sections 5.1 through 5.6. (c) Except pursuant to clauses (a) and (b) of this Section 5.7 or pursuant to Section 5.9, the Notes will not be redeemable at the Company’s option prior to February 1, 2019. (d) At any time and from time to time on or after February 1, 2019, the Company may redeem the Notes, in whole or in part, upon not less than 15 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register at the redemption prices (expressed as percentages of principal amount of the Notes to be redeemed) set forth in the table below, plus accrued and unpaid interest thereon, if any, to but excluding the applicable Redemption Date, subject to the right of Holders of record of the Notes on the relevant record date to receive interest due on the relevant interest payment date, if redeemed during the twelve‑month period beginning on February 1 of each of the years indicated in the table below: Period Percentage 2019 104.750% 2020 102.375% 2021 and thereafter 100.000 100.000% (e) Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer or Asset Disposition Offer, if Holders of not less than 90.0% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party shall have the right upon not less than 15 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, given not more than 15 days following such purchase date to redeem all Notes that remain outstanding following such purchase at a redemption price equal to the price offered to each other Holder in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to but not including, the date of such redemption. (f) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (fg) Any redemption pursuant to this Section 3.07 5.7 shall be made pursuant to the provisions of Sections 3.01 5.1 through 3.06 hereof5.6.

Optional Redemption. (a) At any time prior to June February 15, 20142027, the Issuers Operating LLC may on any one or more occasions redeem up to 3540% of the aggregate principal amount of the Notes issued outstanding under this Indenture, upon the Indenture (which may include Additional Notes) with an amount of cash not less greater than 30 nor the amount equal to the net cash proceeds from one or more than 60 days’ notice, Equity Offerings at a redemption price equal to 108.625108.375% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, on the Notes to be redeemed to, but excluding, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest, if any, due on the related Interest Payment Date that is on or prior to the redemption date); provided that (i) at least 50% of the aggregate principal amount of the Notes issued on the Issue Date (excluding Notes held by the Company and its Subsidiaries) remains outstanding after each such redemption and (ii) the redemption occurs within 180 days after the closing of such Equity Offering. (b) At any time or from time to time prior to February 15, 2027 (the “2032 Notes Step-Down Date”) Operating LLC may redeem, on one or more occasions, all or a part of the Notes, at a redemption price equal to the 2032 Notes Make-Whole Price, subject to the rights of Holders of Notes on the relevant record date to receive interest interest, if any, due on the relevant interest payment related Interest Payment Date that is on or prior to the redemption date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that:. (1c) at least 65In the event that Holders of not less than 90% of the in aggregate principal amount of the outstanding Notes originally issued under this Indenture accept a Change of Control Offer or Alternate Offer and the Company (excluding or any third party making such Change of Control Offer in lieu of the Company as described in Section 4.14(c) of the Indenture) purchases all of the Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014Holders, the Issuers may redeem up to $18.0 million in principal amount of Company will have the Notes in each such twelve-month periodright, upon not less than 30 10 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to any Change of Control Offer or Alternate Offer described in Section 4.14 of the Indenture, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to 103% the Change of Control Payment plus, to the extent not included in the Change of Control Payment, accrued and unpaid interest, if any, on the Notes that remain outstanding, to, but excluding, the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest, if any, due on the related Interest Payment Date that is on or prior to the redemption date). (d) Except as provided in the immediately preceding paragraphs (a), (b) and (c), the Notes will not be redeemable at Operating LLC’s or the Company’s option prior to February 15, 2027. (e) On and after February 15, 2027 Operating LLC may redeem, on one or more occasions, all or a part of the Notes, from time to time at the following redemption prices (expressed as a percentage of principal amount of the Notes to be redeemed, ) plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date Notes to receive interest on the relevant interest payment date). (c) At any time prior to June 15be redeemed to, 2015but excluding, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a applicable redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, (subject to the rights of Holders on the relevant record date to receive interest interest, if any, due on the relevant payment date. (d) Except pursuant related Interest Payment Date that is on or prior to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemptiondate), if redeemed during the twelve-month period beginning on June February 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2027 104.188% 2016 102.156 2028 102.094% 2017 2029 and thereafter 100.000 % 100.000% (f) Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (aA) At any time prior to June December 15, 20142023, the Issuers Company may on any one or more occasions redeem up to 35% all or a part of the aggregate principal amount of Notes issued under this the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625100.000% of the principal amount of the Notes redeemed, plus (1) the excess of (a) the present value of the Notes to be redeemed at such redemption date of (i) the redemption price of the Notes to be redeemed at December 15, 2023 plus (ii) all required interest payments due on the Notes to be redeemed through December 15, 2023 (excluded accrued but unpaid interest to the redemption date), computed using a discount rate equal to the Treasury Rate (as defined in the Indenture) as of such redemption date plus 50 basis points over (b) the principal amount of the Notes (the “Applicable Premium”) and (2) accrued and unpaid interest, if any, interest to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date). (cB) At any time prior on or after to June December 15, 20152023, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, interest to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment dateInterest Payment Date. (dC) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June January 15, 20142027, the Issuers may Company may, on any one or more occasions occasions, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ prior notice, notice pursuant to Section 3.03 at a redemption price equal to 100% of the aggregate principal amount of the Notes, plus the Applicable Premium, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. (b) Prior to January 15, 2027, the Company may, on any one or more occasions, redeem up to 40% of the aggregate principal amount of the Notes redeemedissued under this Indenture, upon notice pursuant to Section 3.03, at a redemption price equal to 107.000% of the aggregate principal amount thereof, plus the Applicable Premium as of, and accrued and unpaid interestinterest thereon, if any, to date of redemptionto, but excluding, the applicable redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment dateInterest Payment Date with an amount of cash not greater than the net cash proceeds of one or more Equity Offerings; provided that (1) at least 60% of the aggregate principal amount of the Notes originally issued under this Indenture on the Issue Date (excluding any Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) such redemption occurs within 180 days after the date of closing of such Equity Offering. (dc) Except pursuant to the three preceding paragraphsOn and after January 15, 2027, the Notes will not be redeemable at the Issuers’ option prior to June 15Company may, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions occasions, redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, notice pursuant to Section 3.03 at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interestinterest thereon, if any on the Notes redeemedany, to to, but excluding, the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date, if redeemed during the twelve-month period beginning on January 15 of each of the years indicated below: 2027 103.500 % 2016 102.156 2028 101.750 % 2017 2029 and thereafter 100.000 % (d) In the event that Holders of not less than 90% Unless of the Issuers default aggregate principal amount of the outstanding Notes accept a tender offer, Change of Control Offer or Alternate Offer and the Company (or a third party making the tender offer, Change of Control Offer or Alternate Offer in lieu of the Company as provided in Section 4.15(c)) purchases all of the Notes held by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to the completion of such tender offer, Change of Control Offer or Alternate Offer, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the price offered in such tender offer, plus, to the extent not included in the payment Change of Control Payment or the redemption priceprice offered in such tender offer, interest will cease to accrue accrued and unpaid interest, if any, on the Notes or portions thereof called for that remain outstanding to, but excluding, the date of redemption (subject to the rights of Holders on the applicable relevant record date to receive interest due on an Interest Payment Date that is on or prior to the redemption date). (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereof3.06. (f) Any redemption notice in connection with this Section 3.07 may, at the Company’s discretion, be subject to one or more conditions precedent. If such redemption is subject to the satisfaction of one or more conditions precedent, the related notice shall describe each such condition, and if applicable, shall state that, in the Company’s discretion, the date of redemption may be delayed until such time as any or all such conditions shall be satisfied or waived (provided that in no event shall such date of redemption be delayed to a date later than 60 days after the date on which such notice was sent), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the date of redemption, or by the date of redemption as so delayed. The Company shall provide written notice to the Trustee no later than 10:00 a.m. Eastern Time (subject to DTC procedures) on the date of redemption of the delay of such redemption or the rescission of such notice of redemption, and upon receipt the Trustee shall provide notice to each Holder of the Notes in the same manner in which the notice of redemption was given. (g) Nothing in this Indenture shall prohibit the Company and its Affiliates from acquiring Notes other than by a redemption, including pursuant to tender offers, open market purchases or otherwise.

Optional Redemption. Except as set forth below, the Company shall not be entitled to redeem the Notes at its option prior to July 15, 2008. (a) At any time prior to June On and after July 15, 20142008, the Issuers may on any one Company shall be entitled at its option to redeem all or more occasions redeem up to 35% a portion of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ ' notice, at a the redemption price equal to 108.625% prices (expressed in percentages of the principal amount of on the Notes redeemedredemption date), plus accrued and unpaid interestinterest thereon, if any, to the applicable redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the 12-month period commencing on July 15 of the years set forth below: In addition, before July 16, 2006, the Company may at its option on one or more occasions redeem Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) issued prior to such date at a redemption price (expressed as a percentage of principal amount) of 109.5%, plus accrued and unpaid interest to the redemption date, with the net cash proceeds of an Net Cash Proceeds from one or more Qualified Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: PROVIDED, HOWEVER, that (1) at least 65% of the such aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiarieswhich excludes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemptionredemption (other than Notes held, directly or indirectly, by the Company or its Affiliates); and (2) the each such redemption occurs within 45 60 days of after the date of the closing of such related Qualified Equity Offering; and (3) if the Qualified Equity Offering is an offering by Parent or Holdings, a portion of the Net Cash Proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company or used to acquire from the Company Capital Stock (other than Disqualified Stock) of the Company. (b) In additionAt any time on or prior to the First Call Date, after the completion of a Change of Control Offer that was accepted by Holders of not more less than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount 75% of the Notes in each such twelve-month periodthen outstanding, the Company may redeem the Notes of any Holder who has not accepted the Change of Control Offer (the "UNTENDERED NOTES") upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time ' prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor notice but in no event more than 60 days’ prior notice90 days after the completion of such Change of Control Offer, mailed by first-class mail to each Holder's registered address, at a redemption price equal to 100% of the principal amount of the Untendered Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to to, the date of redemptionredemption (the "CHANGE OF CONTROL REDEMPTION DATE"), subject except that installments of interest which are due and payable on dates falling on or prior to the rights applicable redemption date will be payable to the Persons who were the Holders of Holders record at the close of business on the relevant record date to receive interest due on the relevant payment datedates. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June March 15, 20142013, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Supplemental Indenture at a redemption price equal to 108.625Redemption Price of 107.375% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) applicable Redemption Date, with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided provided, that: (1i) at least 65% of the aggregate principal amount of Notes originally issued under this Supplemental Indenture (excluding Notes held by Eldorado Suburban Propane and Eldorado’s subsidiariesits Subsidiaries or by the General Partner of Suburban Propane) remains outstanding immediately after the occurrence of such redemption; and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June March 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices Redemption Prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any interest on the Notes redeemed, to the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on June March 15 of the years indicated below (subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date): Year Percentage 2015 103.688 % 2016 102.458 % 2017 101.229 % 2018 and thereafter 100.000 % (c) Notwithstanding the provisions contained in paragraphs (a) and (b) of this Section 11.08, the Issuers may redeem the Notes, in whole or in part, at any time prior to March 15, 2015, upon not less than 30 nor more than 60 days’ notice, at a Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable Redemption Date (subject to the right of Holders on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Interest Payment Date). (d) Any redemption pursuant to this Section 11.08 shall be made pursuant to the provisions of Article XI hereof. (e) Unless the Issuers default in the payment of the redemption priceRedemption Price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June February 15, 20142024, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 15 nor more than 60 days’ noticenotice (except as provided in Section 3.03 hereof), at a redemption price equal to 108.625105.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) ), with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (except to the extent that all remaining outstanding Notes are substantially concurrently repurchased or redeemed in full, or are to be repurchased or redeemed in full and for which a notice of repurchase or redemption has been issued, in accordance with another provision of the Indenture); and (2) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June February 15, 20152024, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ prior noticenotice (except as provided in Section 3.03 hereof), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Issuer) as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphsSection 3.07(a), Section 3.07(b), Section 3.10 and Section 3.11 hereof, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June February 15, 20152024. (ed) On or after June February 15, 20152024, the Issuers Issuer may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 15 nor more than 60 days’ noticenotice (except as provided in Section 3.03 hereof), at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest and Additional Amounts, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June February 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : 2024 102.813 % 2016 102.156 2025 101.406 % 2017 2026 and thereafter 100.000 % % (e) Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofhereof and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent.

Optional Redemption. (a) At any time prior to June January 15, 20142027, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of the Notes issued under this IndentureIndenture prior to the redemption date, upon not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 108.625107.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date with an amount not to exceed the amount of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with Offerings consummated after the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentIssue Date; provided that: (1) at least 6550% of the aggregate principal amount of Notes originally issued under this Indenture on the Issue Date (excluding Notes held by Eldorado the Issuer and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are otherwise repurchased or redeemed pursuant to another provision described under this Article 3); and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June January 15, 20152027, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a any part of the Notes, Notes upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Redemption Premium as of, and accrued and unpaid interest, if any, to the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (ec) On or after June January 15, 20152027, the Issuers Issuer may on any one or more occasions redeem all or a any part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes) set forth below, plus accrued and unpaid interest, if any on the Notes redeemedany, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June January 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: Year Percentage 2027 103.500% 2016 102.156 2028 101.750% 2017 2029 and thereafter 100.000 100.000% Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (e) Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer or Asset Sale Offer for the Notes, if Holders of not less than 90% in aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such offer and the Issuer, or any third party making such offer in lieu of the Issuer, purchase all of the Notes validly tendered and not validly withdrawn by such Holders, all of the Holders of the Notes will be deemed to have consented to such tender or other offer, and accordingly the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 15 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to the price offered to each other Holder (excluding any early tender or incentive fee) in such offer (which may be less than par) plus, to the extent not included in the offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the redemption date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant Interest Payment Date falling prior to or on the redemption date. In determining whether the Holders of at least 90% of the aggregate principal amount of the then outstanding Notes have validly tendered and not validly withdrawn such Notes in a tender offer, including a Change of Control Offer or Asset Sale Offer, as applicable, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of such tender offer, including a Change of Control Offer or Asset Sale Offer, as applicable.

Optional Redemption. (a) At any time prior to June December 15, 20142008, the Issuers may Company may, on any one or more occasions occasions, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture (including the principal amount of any Additional Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, ) at a redemption price equal to 108.625111.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interestinterest and Liquidated Damages, if any, to the redemption date, with the net cash proceeds of one or more Equity Offerings; provided that: (1) at least 65% of the aggregate principal amount of Notes issued under this Indenture (excluding Notes held by the Company and its Subsidiaries, but including any Additional Notes) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 90 days after the date of the closing of any such Equity Offering. (b) Except pursuant to the preceding paragraph and clause (e) below, the Notes will not be redeemable at the Company's option prior to December 15, 2009. (c) On or after December 15, 2009, the Company may redeem all or a part of the Notes upon not less than 30 nor more than 60 days' notice (except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture pursuant to Article 8 or 11 hereof), at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Liquidated Damages, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the twelve-month period beginning on December 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) Except as set forth in subparagraphs (b), (c) and (d) of this Section 3.07 and Section 4.15 (h), the Notes will not be redeemable at the Issuers’ option. (b) At any time prior to June July 15, 20142015, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625of 109.250% of the aggregate principal amount of the Notes redeemedNotes, plus accrued and unpaid interestinterest and Additional Interest, if any, to but not including, the redemption date using an amount of redemption (subject cash equal to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; Offerings, provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariesan Issuer or a Subsidiary of an Issuer) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (bc) In additionAt any time prior to July 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142015, the Issuers Notes may redeem up to $18.0 million be redeemed in principal amount whole or in part at the option of the Notes in each such twelve-month period, Issuers upon not less than 30 days nor more than 60 days’ noticeprior notice mailed by first-class mail to each Holder’s registered address (or transmitted otherwise in accordance with the applicable procedures of DTC), with a copy to the Trustee, at a redemption price equal to 103100% of the principal amount of the Notes redeemedto be redeemed plus the Applicable Premium as of, plus and accrued and unpaid interestinterest and Additional Interest, if any, to but not including the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest due on the interest payment date). (d) On or after July 15, 2015, the Issuers may redeem the Notes, in whole or in part, upon not less than 30 days nor more than 60 days’ notice by first-class mail, postage prepaid (or transmitted otherwise in accordance with the applicable procedures of DTC), with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the security register (or otherwise in accordance with the procedures of DTC), at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to, but not including, the applicable redemption date, if redeemed during the period set forth below, subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June : On or after July 15, 20152015 to January 14, the Issuers, at their option, may on one 2016 104.625 % On or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June after January 15, 2015.2016 to July 14, 2016 103.469 % On or after July 15, 2016 to January 14, 2017 102.313 % On or after January 15, 2017 to July 14, 2017 101.156 % On or after July 15, 2017 100.000 % (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) Except as set forth below, the Issuer will not be entitled to redeem Notes at its option prior to February 15, 2015. (b) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June February 15, 2015, the Issuers, at their option, Issuer may on one or more occasions redeem all or a part of the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first class mail to the registered address of each Holder of Notes to be redeemed or otherwise delivered in accordance with procedures of DTC, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as ofPremium, and plus accrued and unpaid interestinterest (including Additional Interest, if any, ) to the date of redemptionredemption (the “Redemption Date”), subject to the rights right of Holders of Notes of record on the relevant record date Record Date to receive interest due on the relevant payment dateInterest Payment Date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or From and after June February 15, 2015, the Issuers Issuer may on any one redeem the Notes, in whole or more occasions redeem all or a part of the Notes in part, upon not less than 30 nor more than 60 days’ noticeprior notice mailed by first class mail to the registered address of each Holder of Notes to be redeemed or otherwise delivered in accordance with the procedures of DTC, at the redemption prices (expressed as percentages of the principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interestinterest (including Additional Interest, if any on the Notes redeemed, any) to the applicable date Redemption Date, subject to the right of redemptionHolders of Notes of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date, if redeemed during the twelve-month period beginning on June February 15 of each of the years indicated below below: Year Percentage 2015 103.438 % 2016 101.719 % 2017 100.000 % (d) Prior to February 15, 2015, the Issuer may, at its option, on one or more occasions, redeem up to 35% of the aggregate principal amount of all Notes at a redemption price equal to 106.875% of the aggregate principal amount thereof, plus accrued and unpaid interest (including Additional Interest, if any) to the Redemption Date, subject to the rights right of Holders of Notes to be redeemed of record on the relevant record date Record Date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided that at least 50% 2016 102.156 % 2017 of the sum of the original aggregate principal amount of Initial Notes and thereafter 100.000 % Unless any Additional Notes issued under the Issuers default Indenture after the Issue Date remains outstanding immediately after the occurrence of each such redemption; provided further that each such redemption occurs within 90 days of the date of closing of each such Equity Offering. Notice of any redemption upon any Equity Offerings may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering. (e) If the Issuer redeems less than all of the outstanding Notes, the Trustee shall select the Notes to be redeemed in the payment manner described under Section 3.02 of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateIndenture. (f) Any redemption pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture.

Optional Redemption. (a) At On or after February 1, 2022, the Issuers may redeem all or a part of the Notes of this series upon giving notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Liquidated Damages, if any, on the Notes of this series redeemed, to the applicable Redemption Date, if redeemed during the twelve-month period beginning on February 1 of each year indicated below, subject to the rights of Holders of the Notes of this series on the relevant record date to receive interest on an Interest Payment Date that is on or prior to the Redemption Date: Year Percentage 2022 102.688 % 2023 101.792 % 2024 100.896 % 2025 and thereafter 100.000 % (b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to June 15February 1, 20142020, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of this series of Notes (including any Additional Notes of this series) issued under this the Indenture upon giving notice as provided in the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625of 105.375% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest and Liquidated Damages, if any, to the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date) with Redemption Date), in an amount not greater than the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentTarga Resources Partners; provided that: (1) that at least 65% of the aggregate principal amount of this series of Notes originally (including any Additional Notes of this series) issued under this the Indenture (excluding Notes of this series held by Eldorado Targa Resources Partners and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) redemption and the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (bc) In additionNotwithstanding the provisions of subparagraph (a) of this Paragraph 5, not more than once during each twelve-month period ending on June 15 of 2012at any time prior to February 1, 2013 and 20142022, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions also redeem all or a part of the NotesNotes of this series, upon not less than 30 nor more than 60 days’ prior noticegiving notice as provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed, of this series redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Liquidated Damages, if any, to date of redemptionthe Redemption Date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant an Interest Payment Date that is prior to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015Redemption Date. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time Except as set forth in the following paragraphs, the Notes will not be redeemable at the option of the Issuers prior to June 15the Stated Maturity. Before August 1, 20142004, the Issuers may at their option on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indentureoccasions, upon not less than 30 nor more than 60 days’ ' notice, at a redemption price equal to 108.625% of redeem the Notes in an aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, not to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65exceed 35% of the aggregate principal amount of the relevant series of Notes originally issued under this Indenture at a redemption price (excluding expressed as a percentage of principal amount) of 110.75%, plus accrued and unpaid interest to the redemption date, with the net cash proceeds from one or more Public Equity Offerings; provided that (i) at least 65% of such aggregate principal amount originally issued of the Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of each such redemptionredemption (other than Notes held, directly or indirectly, by the Company or its Affiliates); and (2ii) the each such redemption occurs within 45 60 days of after the date of the closing of such related Public Equity Offering. (b) In addition. Further, not more than once during each twelve-month period ending at any time on June 15 of 2012or prior to December 31, 2013 and 20142002, the Issuers may may, at their option, give written notice to redeem up to $18.0 million in principal amount of the Notes in each such twelve-month periodNotes, upon not which notice shall be no less than 30 nor more than 60 days’ noticedays prior to the redemption date, in whole or in part at a redemption price equal (expressed as a percentage of principal amount) of 101%, plus accrued and unpaid interest to 103the redemption date; provided that (i) the Board of Directors shall have determined not to proceed with the Separation (and the Guarantee of the Guarantor will stay in effect until the Notes are fully paid); (ii) if the Issuers elect to redeem the Notes in part, they may redeem up to an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date).originally issued; and (ciii) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100least 65% of the such aggregate principal amount originally issued of the Notes redeemedremains outstanding immediately after the occurrence of each such redemption (other than Notes held, plus directly or indirectly, by the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment dateCompany or its Affiliates). (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15, 2014Except as set forth in clause (b) of this Section 3.7, the Issuers may shall not have the option to redeem the Notes pursuant to this Section 3.7 prior to January 15, 2009. The Notes shall be redeemable for cash at the option of the Issuers, in whole or in part, at any time on or after January 15, 2009, upon not less than 30 days nor more than 60 days prior notice mailed by first class mail to each Holder at its last registered address, at the following redemption prices (expressed as percentages of the principal amount) if redeemed during the 12-month period commencing January 15 of the years indicated below, in each case (subject to the right of Holders of record on a Record Date to receive the corresponding interest due on the corresponding Interest Payment Date that is on or prior to such Redemption Date) together with accrued and unpaid interest thereon to the date of redemption of the Notes (the “Redemption Date”): 2009 103.875 % 2010 101.938 % 2011 and thereafter 100.000 % (b) Notwithstanding the provisions of clause (a) of this Section 3.7, at any time or from time to time on or prior to January 15, 2008, upon the consummation of one or more occasions redeem Equity Offerings for cash, up to 35% of the aggregate principal amount of the Notes issued under pursuant to this IndentureIndenture (only as necessary to avoid any duplication, upon excluding any replacement Notes) may be redeemed at the Issuers’ option within 90 days of such Equity Offering, on not less than 30 nor days, but not more than 60 days’ notice, notice to each Holder of the Notes to be redeemed, with cash received by the Issuers from the Net Cash Proceeds of such Equity Offering, at a redemption price equal to 108.625107.750% of the principal amount of the Notes redeemedprincipal, plus together with accrued and unpaid interest, if any, interest thereon to the date of Redemption Date; provided, however, that immediately following such redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least not less than 65% of the aggregate principal amount of the Notes originally issued under pursuant to this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) on the Issue Date remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In additiononly as necessary to avoid any duplication, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment dateexcluding any replacement Notes). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 3.6 hereof.

Optional Redemption. (a) At any time prior to June 15October 1, 20142015, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of the outstanding Notes (including any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625of 105.875% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest and Special Interest, if any, to the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date) Redemption Date), with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado TLLP and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In additionExcept pursuant to Section 3.07(a) and 3.07(d), the Notes will not more be redeemable at the Issuers’ option prior to October 1, 2016. The Issuers are not, however, prohibited from acquiring the Notes by means other than once during each twelve-month period ending on June 15 a redemption, whether pursuant to a tender offer, open market purchase or otherwise, so long as the acquisition does not violate the terms of 2012this Indenture. (c) On or after October 1, 2013 and 20142016, the Issuers may redeem up to $18.0 million in principal amount all or a part of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a the redemption price equal to 103% prices (expressed as percentages of the principal amount of amount) set forth below plus accrued and unpaid interest and Special Interest, if any, on the Notes redeemed, plus accrued and unpaid interestto the applicable Redemption Date, if anyredeemed during the twelve-month period beginning on October 1 of each year indicated below, to the date of redemption (subject to the rights of holders Holders of Notes on the relevant record date to receive interest on the relevant Interest Payment Date: Year Percentage 2016 102.938 % 2017 101.469 % 2018 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest payment date)will cease to accrue on the Notes or portions thereof called for redemption on the applicable Redemption Date. (cd) At any time prior to June 15October 1, 20152016, the Issuers, at their option, Issuers may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Special Interest, if any, thereon to the date of redemptionredemption (the “Redemption Date”), subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except Interest Payment Date. The notice need not set forth the Applicable Premium but only the manner of calculation of the redemption price. With respect to any redemption pursuant to the three preceding paragraphsthis Section 3.07(d), the Issuers shall notify the Trustee of the Applicable Premium with respect to the Notes will promptly after the calculation thereof and the Trustee shall not be redeemable at the Issuers’ option prior to June 15, 2015responsible for such calculation. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June February 15, 20142024, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 15 nor more than 60 days’ notice, notice (except as provided in Section 3.03 hereof) at a redemption price equal to 108.625105.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) Interest Payment Date), with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1i) at least 6560% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (except to the extent that all remaining outstanding Notes are substantially concurrently repurchased or redeemed in full, or are to be repurchased or redeemed in full and for which a notice of repurchase or redemption has been issued, in accordance with another provision of the Indenture); and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June February 15, 20152024, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ prior noticenotice (except as provided in Section 3.03 hereof), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Issuer) as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment dateInterest Payment Date. (dc) Except pursuant to the three preceding paragraphsparagraph 6(a) and 6(b) and paragraphs 10 and 11 hereof, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June February 15, 20152024. (ed) On or after June February 15, 20152024, the Issuers Issuer may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 15 nor more than 60 days’ noticenotice (except as provided in Section 3.03 hereof), at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest and Additional Amounts, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June February 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date: 2024 102.813 % 2016 102.156 2025 101.406 % 2017 2026 and thereafter 100.000 % % (e) Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June January 15, 20142024, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625of 105.000% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the redemption date of redemption (subject to the rights of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) ), with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. Any redemption notice given in respect of the redemption referred to in the preceding paragraph may be given prior to completion of the related Equity Offering, and any such redemption or notice may, at the discretion of the Company, be subject to the satisfaction of one or more conditions precedent, including the completion of the Equity Offering. (b) In additionAt any time prior to January 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142024, the Issuers Company may redeem up to $18.0 million in principal amount all or a part of the Notes in each such twelve-month periodNotes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest to, if any, to the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. Any such redemption and notice may, at the discretion of the Company, be subject to satisfaction of one or more conditions precedent. (dc) Except pursuant to the three two preceding paragraphsparagraphs and the provisions under Section 3.10 and Section 3.11 hereof, the Notes will not be redeemable at the Issuers’ Company’s option prior to June January 15, 20152024. (ed) On or after June January 15, 20152024, the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below, below plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 of the years periods indicated below (below, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : Twelve-month period on or after January 15, 2024 102.500 % 2016 102.156 Twelve-month period on or after January 15, 2025 101.250 % 2017 and thereafter On or after January 15, 2026 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through Section 3.06 hereofhereof and may, at the discretion of the Company, be subject to the satisfaction of one or more conditions precedent. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, at the Company’s discretion, the redemption date may be delayed until such time (provided, however, that any delayed redemption date shall not be more than 60 days after the date the relevant notice of redemption was sent) as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date or by the redemption date as delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person.

Optional Redemption. (a) At any time prior to June February 15, 20142024, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625of 107.00% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Additional Amounts, if any, to the redemption date of redemption (subject to the rights of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) ), with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Parent Guarantor, the Company and Eldorado’s subsidiariestheir respective Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. Any redemption notice given in respect of the redemption referred to in the preceding paragraph may be given prior to completion of the related Equity Offering, and any such redemption or notice may, at the discretion of the Company, be subject to the satisfaction of one or more conditions precedent, including the completion of the Equity Offering. (b) In additionAt any time prior to February 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142024, the Issuers Company may also redeem up to $18.0 million in principal amount all or a part of the Notes in each such twelve-month periodNotes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to to, the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. Any such redemption and notice may, at the discretion of the Company, be subject to satisfaction of one or more conditions precedent. (dc) Except pursuant to the three two preceding paragraphs, and the provisions under Section 3.10 and Section 3.11 hereof, the Notes will not be redeemable at the Issuers’ Company’s option prior to June February 15, 20152024. (ed) On or after June February 15, 20152024, the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interestinterest and Additional Amounts, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 of the years periods indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : Twelve-month period on or after February 15, 2024 103.500 % 2016 102.156 Twelve-month period on or after February 15, 2025 101.750 % 2017 On or after February 15, 2026 100.000 % (e) In connection with any tender offer or other offer (including a Change of Control Offer, an Asset Sale Offer or a Compliance Sale Offer) to purchase for all of the Notes, if Holders of not less than 90% of the aggregate principal amount of the then outstanding Notes validly tender and thereafter 100.000 % do not validly withdraw such Notes in such tender offer or other offer and the Company, or any third party making such tender offer or other offer in lieu of the Company, purchases all of such Notes validly tendered and not validly withdrawn by such Holders, all of the Holders of such Notes will be deemed to have consented to such tender or other offer and, accordingly, the Company or such third party will have the right upon not less than 10 days’ and no more than 60 days’ prior written notice, given not more than 30 days following the expiration date of such tender offer or other offer, to holders of the Notes following such purchase date, to redeem all, but not some, Notes that remain outstanding following such purchase at a price equal to the price paid (excluding any early tender premium or similar payment) to each other Holder in such tender offer or other offer, plus, to the extent not included in the tender offer payment or other offer, accrued and unpaid interest, if any, on Notes so redeemed, to, but excluding such redemption date. (f) Any redemption set forth in this Section 3.07 may, at the discretion of the Company, be subject to the satisfaction of one or more conditions precedent. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, at the Company’s discretion, the redemption date may be delayed until such time (provided, however, that any delayed redemption date shall not be more than 60 days after the date the relevant notice of redemption was sent) as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date or by the redemption date as delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations under this Indenture with respect to such redemption may be performed by another Person. (g) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fh) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15November 1, 20152010, the Issuers may on any one or more occasions Company will have the option to redeem all or a part of the Notes upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interestinterest and Liquidated Damages, if any any, on the Notes redeemed, redeemed to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 November 1 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : Year Percentage 2010 104.625 % 2016 102.156 2011 102.313 % 2017 2012 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. At any time prior to November 1, 2010, the Company may also redeem all or a part of the Notes, upon not less than 10 nor more than 60 days prior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest and Liquidated Damages, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (fb) Any redemption pursuant to this Section 3.07 shall be made pursuant to Notwithstanding the provisions of Sections 3.01 through 3.06 hereofsubparagraph (a) of this Paragraph 5, at any time prior to November 1, 2009, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture with the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of the Company or contributions to the Company’s common equity capital made with the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of Parent; provided that at least 65% in aggregate principal amount of the Notes issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption and that such redemption occurs within 90 days of the date of the closing of such sale of Equity Interests.

Optional Redemption. (a) At The Company shall have the option to redeem the Notes, in whole or in part, in cash from time to time, upon not less than 30 days' nor more than 60 days' notice, prior to March 1, 2007 at a redemption price equal to the greater of (i) 104.875% of the principal amount of the Notes so redeemed, plus accrued and unpaid interest (and Liquidated Damages, if any) and (ii) the Make-Whole Premium, plus to the extent not included in the Make-Whole Premium, accrued and unpaid interest (and Liquidated Damages, if any) to, but not including, the redemption date. (b) The Notes shall be redeemable for cash at the option of the Company, in whole or in part, at any time on or after March 1, 2007, upon not less than 30 days nor more than 60 days prior notice mailed by first class mail to each Holder at its last registered address, at the following redemption prices (expressed as percentages of the principal amount) if redeemed during the 12-month period commencing March 1 of the years indicated below, in each case (subject to the right of Holders of record on a Record Date to receive the corresponding interest due (and the corresponding Liquidated Damages, if any) on the corresponding Interest Payment Date that is on or prior to June 15such redemption date) together with accrued and unpaid interest (and Liquidated Damages, 2014if any), thereon to the Issuers may on date of redemption of the Notes (the "Redemption Date"): 2007 104.875 % 2008 103.250 % 2009 101.625 % 2010 and thereafter 100.000 % (c) Notwithstanding the provisions of clauses (a) and (b) of this Section, at any time or from time to time until March 1, 2005, upon one or more occasions redeem public equity offerings of the Parent's Qualified Capital Stock, up to 35% of the aggregate principal amount of the Notes issued under this Indenturepursuant to the Indenture (only as necessary to avoid any duplication, upon excluding any replacement Notes) may be redeemed at the Company's option within 90 days of such public equity offering, on not less than 30 nor days, but not more than 60 days’ notice, notice to each Holder of the Notes to be redeemed, with cash in an amount not in excess of the Net Cash Proceeds of such public equity offering, at a redemption price equal to 108.625109.750% of the principal amount of the Notes redeemedprincipal, plus together with accrued and unpaid interestinterest and Liquidated Damages, if any, to to, but not including, the date of Redemption Date; provided, however, that immediately following each such redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least not less than 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more but in no event less than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 100 million in aggregate principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, Notes) originally issued pursuant to the date of redemption (subject to the rights of holders of Notes Indenture on the relevant record date Issue Date remain outstanding (only as necessary to receive interest on the relevant interest payment dateavoid any duplication, excluding any replacement Notes). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant Notice of redemption shall be mailed by first class mail at least 30 days but not more than 60 days before the redemption date to the three preceding paragraphseach Holder whose Notes are to be redeemed at its registered address. Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem unless all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at held by a Holder are to be redeemed. On and after the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease ceases to accrue on the Notes or portions thereof called for redemption unless the Company defaults in such payments due on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June April 15, 20152020, the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any interest on the Notes redeemedredeemed to, to but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-twelve month period beginning on June April 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment Interest Payment Date for periods prior to such redemption date): 2015 104.313 : 2020 102.563 % 2016 102.156 2021 101.281 % 2017 2022 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. At any time prior to April 15, 2020, the Company may also redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, but not including, the date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date for periods prior to such date of redemption. (fb) Any redemption pursuant to this Section 3.07 shall be made pursuant to Notwithstanding the provisions of Sections 3.01 through 3.06 hereofsubparagraph (a) of this Paragraph 5, at any time prior to April 15, 2020, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under the Indenture at a redemption price of 105.125% of the principal amount, plus accrued and unpaid interest to, but not including, the redemption date, with the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of the Company or contributions to the Company’s common equity capital made with the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of Parent; provided that: (1) at least 50% of the aggregate principal amount of Notes issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 180 days of the date of the closing of such sale of Equity Interests by the Company or the date of contribution to the Company’s common equity capital made with net cash proceeds of one or more sales of Equity Interests of Parent.

Optional Redemption. Except as set forth below and as set forth under Section 3.07 above, the Company will not be entitled to redeem the Notes at its option prior to July 15, 2019. (a) At any time prior to June July 15, 20142019, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ prior noticenotice pursuant to Section 3.03, at a redemption price equal to 100% of the principal amount of the Notes redeemed, to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to to, but excluding, the date of redemption, subject to the rights of Holders on the relevant record date Regular Record Date to receive interest due on the relevant payment dateInterest Payment Date. (db) Except On and after July 15, 2019, the Company may redeem the Notes, in whole or in part, upon notice pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ noticeSection 3.03 above, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any on any, to, but excluding, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date Regular Record Date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date, if redeemed beginning on July 15 of the years indicated below: 2019 104.125 % 2016 102.156 2020 102.750 % 2017 2021 101.375 % 2022 and thereafter 100.000 % (c) In addition, until July 15, 2019, the Company may, at its option, on one or more occasions, redeem up to 40% Unless the Issuers default in the payment of the aggregate principal amount of Notes issued by it at a redemption priceprice equal to 105.500% of the principal amount thereof, interest will cease plus accrued and unpaid interest, if any, to, but excluding, the date of redemption, subject to accrue the right of Holders of record on the Notes or portions thereof called for redemption relevant Regular Record Date to receive interest due on the relevant Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided that at least 60% of the aggregate principal amount of the Notes originally issued under this Indenture (calculated after giving effect to any issuance of Additional Notes) remains Outstanding immediately after the occurrence of each such redemption; provided further that each such redemption occurs within 90 days of the date of closing of the applicable redemption dateEquity Offering. (fd) Any redemption pursuant Notwithstanding the foregoing, in connection with any tender offer for all of the Outstanding Notes at a price of at least 100% of the principal amount of the Notes tendered, plus accrued and unpaid interest thereon to, but excluding, the applicable tender settlement date (including any Change of Control Offer), if Holders of not less than 90% in aggregate principal amount of the Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such a tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right, upon not less than 30 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to this Section 3.07 shall be made pursuant redeem all Notes that remain Outstanding following such purchase at a price equal to the provisions price offered to each other Holder in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the date of Sections 3.01 through 3.06 hereofredemption.

Optional Redemption. Except as set forth below, the Company shall not be entitled to redeem the Notes at its option prior to July 15, 2008. (a) At any time prior to June On and after July 15, 20142008, the Issuers may on any one Company shall be entitled at its option to redeem all or more occasions redeem up to 35% a portion of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ ' notice, at a the redemption price equal to 108.625% prices (expressed in percentages of the principal amount of on the Notes redeemedredemption date), plus accrued and unpaid interestinterest thereon, if any, to the applicable redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the 12-month period commencing on July 15 of the years set forth below: In addition, before July 15, 2006, the Company may at its option on one or more occasions redeem Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount) of 109.5%, plus accrued and unpaid interest to the redemption date, with the net cash proceeds of an Net Cash Proceeds from one or more Qualified Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: PROVIDED, HOWEVER, that (1) at least 65% of the such aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiarieswhich excludes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemptionredemption (other than Notes held, directly or indirectly, by the Company or its Affiliates); and (2) the each such redemption occurs within 45 60 days of after the date of the closing of such related Qualified Equity Offering; and (3) if the Qualified Equity Offering is an offering by Parent or Holdings, a portion of the Net Cash Proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company or used to acquire from the Company Capital Stock (other than Disqualified Stock) of the Company. (b) In additionAt any time on or prior to the First Call Date, after the completion of a Change of Control Offer that was accepted by Holders of not more less than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount 75% of the Notes in each such twelve-month periodthen outstanding, the Company may redeem the Notes of any Holder who has not accepted the Change of Control Offer (the "UNTENDERED NOTES") upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time ' prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor notice but in no event more than 60 days’ prior notice90 days after the completion of such Change of Control Offer, mailed by first-class mail to each Holder's registered address, at a redemption price equal to 100% of the principal amount of the Untendered Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to to, the date of redemptionredemption (the "CHANGE OF CONTROL REDEMPTION DATE"), subject except that installments of interest which are due and payable on dates falling on or prior to the rights applicable redemption date will be payable to the Persons who were the Holders of Holders record at the close of business on the relevant record date to receive interest due on the relevant payment datedates. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time The Notes will not be redeemable at the Company's option prior to June 15_____________. The Notes may be redeemed, 2014in whole or in part, at the Issuers may on any one or more occasions redeem up to 35% option of the aggregate Company on or after _____________, at the redemption prices specified below (expressed as percentages of the principal amount thereof), in each case, together with accrued and unpaid interest, hereon to the date of Notes issued under this Indentureredemption, upon not less than 30 nor more than 60 days’ ' notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 ___________ of the years indicated below below: REDEMPTION YEAR PRICE (subject b) Notwithstanding the foregoing, prior to ____________, the Company may, on any one or more occasions, use the net proceeds of one or more offerings of its capital stock to redeem up to __% of the aggregate principal amount of all notes that had been issued under the Indenture up to the rights time of Holders redemption at a redemption price of Notes on __% the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment principal amount of the redemption pricenotes redeemed, interest will cease plus accrued and unpaid interest, to accrue on the date of redemption; provided that, after any such redemption, the aggregate principal amount of the Notes or portions thereof called for redemption on outstanding (excluding Notes held by the applicable redemption date. (fCompany and its Subsidiaries) Any redemption pursuant to this Section 3.07 shall be made pursuant must equal at least __% of the Notes that had been issued under the Indenture up to the provisions time of Sections 3.01 through 3.06 hereofredemption; and provided further, that any such redemption shall occur within 90 days of the date of closing of such offering of Capital Stock of the Company.]

Optional Redemption. (a) At any time prior to June October 15, 20142012, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625113.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interestinterest and Special Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment date) date that is on or prior to the applicable date of redemption), with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers The Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest and Special Interest, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period periods beginning on June 15 of the years dates indicated below (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment datedate that is on or prior to the applicable date of redemption): 2015 104.313 For the period below Percentage On or after October 15, 2012 106.750 % 2016 102.156 On or after October 15, 2013 103.375 % 2017 On or after April 15, 2014. 100.000 % (c) At any time prior to October 15, 2012, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium, plus accrued and thereafter 100.000 % unpaid interest and Special Interest, if any, on the Notes redeemed, to the applicable date of redemption (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment date that is on or prior to the applicable date of redemption). Except pursuant to Sections 3.07(a) and 3.07(c), the Notes will not be redeemable at the Company’s option prior to October 15, 2012. The Company is not, however, prohibited under this Indenture from acquiring Notes by means other than a redemption, whether pursuant to open-market transactions, tender offers or otherwise so long as such acquisition does not otherwise violate the terms of this Indenture. Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof3.06.

Optional Redemption. (a) At The Notes will be redeemable, at the Company’s option, in whole at any time or in part from time to time, on or after May 1, 2009 and prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notesmaturity, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first class mail to each Holders’ last address as it appears in the Note Register, at a redemption price equal to 100% the following Redemption Prices (expressed in percentages of the principal amount of the Notes redeemedamount), plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, the Redemption Date (subject to the rights right of Holders of record on the relevant record date Regular Record Date that is on or prior to the Redemption Date to receive interest due on an Interest Payment Date), if redeemed during the relevant payment date. (d) Except pursuant 12-month period commencing May 1, of the years set forth below: Year Redemption Price 2009 104.688% 2010 102.344% 2011 100.000% In addition, at any time prior to the three preceding paragraphsMay 1, 2008, the Company may redeem up to 35% of the principal amount of the Notes will not be redeemable at with the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any Net Cash Proceeds of one or more occasions redeem all Equity Offerings by (1) the Company or a part (2) Grupo TFM to the extent the Net Cash Proceeds thereof are contributed to the Company or used to purchase Capital Stock (other than Disqualified Stock) of the Notes upon not less than 30 nor more than 60 days’ noticeCompany from the Company, at a Redemption Price equal to 109.375% of the redemption prices (expressed as percentages of principal amount) set forth belowamount thereof, plus accrued and unpaid interestinterest and liquidated damages thereon (as determined by the Company), if any on the Notes redeemedany, to the applicable date Redemption Date; provided, however, that after giving effect to any such redemption: (1) at least 65% of redemptionthe original aggregate principal amount of the Notes remains outstanding; and (2) any such redemption must be made within 60 days of such Equity Offering and must be made in accordance with certain procedures set forth in the Indenture. Upon completion of the Exchange Offer, the Company may also redeem any Notes which were not surrendered in the Exchange Offer in an amount up to 1.0% of the original aggregate principal amount of the Notes issued at a redemption price of 100% of their principal amount plus accrued and unpaid interest thereon, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject any, to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At Prior to March 1, 2020, the Company may, at any time prior and from time to June 15time, 2014redeem, in the Issuers may on any one or more occasions redeem aggregate up to 35% of the aggregate principal amount of the Notes originally issued under this Indenture, upon not less than 30 nor Indenture with the net cash proceeds of one or more than 60 days’ notice, Equity Offerings by the Company at a redemption price equal to 108.625% (expressed as a percentage of the principal amount thereof) of the Notes redeemed105.750%, plus accrued and unpaid interest, if any, to to, but excluding, the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent); provided provided, however, that: (1i) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity OfferingOffering or contribution. (b) In additionPrior to March 1, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142020, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ noticeCompany may, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior and from time to June 15time, 2015, the Issuers, at their option, may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 days nor more than 60 days’ prior noticenotice mailed by or on behalf of the Company (or to the extent permitted or required by applicable DTC procedures or regulations with respect to Global Notes sent electronically) by first-class mail to each Holder’s registered address or otherwise delivered in accordance with the procedures of DTC, at a redemption price equal to 100the sum of (i) 100.000% of the principal amount of the Notes redeemed, plus redeemed and (ii) the Applicable Premium as of, and accrued and unpaid interestinterest to, if anybut excluding, to date of redemptionRedemption Date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 . (c) Except pursuant to (a) or (b), the Notes shall not be redeemable at the Company’s option prior to March 1, 2020. (d) On or after March 1, 2020, the Company may on one or more occasions redeem all or a part of the Notes upon not less than 30 days nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest on the Notes redeemed, to, but excluding, the applicable Redemption Date, if redeemed during the twelve-month period, set forth below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: March 1, 2020 104.313% 2016 102.156 March 1, 2021 102.875% 2017 March 1, 2022 101.438% March 1, 2023 and thereafter 100.000 % 100.000% (e) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 5.07 shall be made pursuant to the provisions of Sections 3.01 5.01 through 3.06 hereof5.06.

Optional Redemption. (a) At any time prior to June 15Except as described below, 2014the Notes are not redeemable at the Issuers’ option until December 1, 2012. From and after December 1, 2012, the Issuers may redeem the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ prior notice by first class mail, postage prepaid, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Note Register at the Redemption Prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon, if any, to but excluding the applicable redemption date, subject to the right of Holders of record on any one or more occasions the relevant Record Date to receive interest due on the relevant Interest Payment Date, if redeemed during the twelve-month period beginning on December 1 of each of the years indicated below: Year Percentage 2012 106.000 % 2013 103.000 % 2014 and thereafter 100.000 % In addition, prior to December 1, 2012, the Issuers may, at their option, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625112.000% of the aggregate principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest thereon, if any, to but excluding, the date of redemption (Redemption Date, subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date) Interest Payment Date, with the net cash proceeds of an one or more Equity Offering by Eldorado Offerings of the Issuers or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s any direct or indirect parentparent of the Issuers to the extent such net proceeds are contributed to the Issuers; provided that: (1) that at least 65% of the aggregate principal amount of Notes originally issued under this the Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of each such redemption; and (2) the provided further that each such redemption occurs within 45 90 days of the date of the closing of each such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) . At any time prior to June 15, 2015the final maturity date of the Notes, the Issuers, at their option, Issuers may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionbut excluding the Redemption Date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateInterest Payment Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At On or after February 1, 2020, the Issuers may redeem all or a part of this series of Notes upon giving notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Liquidated Damages, if any, on this series of Notes redeemed, to the applicable Redemption Date, if redeemed during the twelve-month period beginning on February 1 of each year indicated below, subject to the rights of Holders of this series of Notes on the relevant record date to receive interest on an Interest Payment Date that is on or prior to the Redemption Date: Year Percentage 2020 103.844 % 2021 102.563 % 2022 101.281 % 2023 and thereafter 100.000 % (b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to June 15February 1, 20142020, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of this series of Notes (including any Additional Notes of this series) issued under this the Indenture upon giving notice as provided in the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625of 105.125% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest and Liquidated Damages, if any, to the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date) with Redemption Date), in an amount not greater than the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentTarga Resources Partners; provided that: (1) that at least 65% of the aggregate principal amount of this series of Notes originally (including any Additional Notes of this series) issued under this the Indenture (excluding Notes of this series held by Eldorado Targa Resources Partners and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) redemption and the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (bc) In additionNotwithstanding the provisions of subparagraph (a) of this Paragraph 5, not more than once during each twelve-month period ending on June 15 of 2012at any time prior to February 1, 2013 and 20142020, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions also redeem all or a part of the NotesNotes of this series, upon not less than 30 nor more than 60 days’ prior noticegiving notice as provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed, of this series redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Liquidated Damages, if any, to date of redemptionthe Redemption Date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant an Interest Payment Date that is prior to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015Redemption Date. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time prior to June 15on or after December 1, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture2013, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% the following Redemption Prices (expressed as percentages of the principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any, to to, but not including, the redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant regular record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date) with ), if redeemed during the net cash proceeds 12-month period beginning on December 1 of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that:years indicated below: 2013 104.250 % 2014 102.125 % 2015 and thereafter 100.000 % (b) Prior to December 1) at least 65, 2013, the Company may redeem during each 12-month period commencing with December 1, 2009 up to 10% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month periodissued on the Issue Date (or any Exchange Notes therefor) at its option, from time to time, upon not less than 30 nor more than 60 days’ noticeprior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and additional interest, if any, to the redemption date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of date that is on or prior to the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date). (fc) In addition, at any time prior to December 1, 2013, the Company may, upon not less than 30 nor more than 60 days’ notice, redeem the Notes, in whole at any time or in part from time to time, at a Redemption Price equal to the principal amount of the Notes plus the Applicable Premium plus accrued and unpaid interest, if any, to but not including the date of redemption (subject to the right of Holders of record on the relevant regular record date to receive interest due on an interest payment date that is on or prior to the redemption date). (d) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraphs, prior to December 1, 2012, the Company may on one or more occasions, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes (including any Additional Notes) at a Redemption Price equal to 108.500% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption (subject to the right of Holders of record on the relevant regular record date to receive interest due on an interest payment date that is on or prior to the redemption date); provided that at least 65% of the principal amount of Notes remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by the Company or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering. The Company or any of its Affiliates may, at any time and from time to time, purchase Notes in the open market or otherwise, subject to compliance with this Indenture and compliance with all applicable securities laws. Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 3.6 hereof.

Optional Redemption. (a) At any time prior Except as set forth below, the Company shall not be entitled to June redeem the Notes. On and after January 15, 20142010, the Issuers may on any one or more occasions redeem up Company shall be entitled at its option to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as in percentages of principal amount) set forth belowamount on the redemption date), plus accrued and unpaid interest, if any on the Notes redeemed, interest to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 ), if redeemed during the 12-month period commencing on January 15 of the years set forth below: Redemption Period Price ------ ---------- 2010 105.50% 2016 102.156 2011 102.75% 2017 2012 and thereafter 100.000 100.00% Unless In addition, prior to January 15, 2009, the Issuers default Company shall be entitled at its option on one or more occasions to redeem Notes (which includes Additional Notes, if any) in the payment an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) issued at a redemption priceprice (expressed as a percentage of principal amount) of 111.00%, plus accrued and unpaid interest will cease to accrue the redemption date, with the net cash proceeds from one or more Public Equity Offerings; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Notes held, directly or indirectly, by the Company or its Affiliates); and (2) each such redemption occurs within 90 days after the date of the related Public Equity Offering. Prior to January 15, 2010, the Company shall be entitled at its option to redeem all, but not less than all, of the Notes at a redemption price equal to 100.00% of the principal amount of the Notes plus the Applicable Premium as of, and accrued and unpaid interest to, the redemption date (subject to the right of Holders on the Notes or portions thereof called for redemption relevant record date to receive interest due on the applicable relevant interest payment date). The Company shall cause notice of such redemption to be mailed by first-class mail to each Holder's registered address, not less than 30 nor more than 60 days prior to the redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15September 1, 20142013, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Supplemental Indenture at a redemption price equal to 108.625of 107.875% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, interest to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) , with the net cash proceeds of an one or more sales of Equity Offering by Eldorado Interests (other than Disqualified Stock) of the Company or a contribution contributions to Eldoradothe Company’s common equity capital made with the net cash proceeds of a concurrent one or more sales of Equity Offering by Eldorado’s direct or indirect parentInterests (other than Disqualified Stock) of Parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Supplemental Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 180 days of the date of the closing of such sale of Equity OfferingInterests by the Company or the date of contribution to the Company’s equity capital made with net cash proceeds of one or more sales of Equity Interests of Parent. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date)[intentionally omitted]. (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15September 1, 20152014, the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 (or such shorter period as may be permitted by the eligibility rules of the Depositary) nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any interest on the Notes redeemed, redeemed to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 September 1 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date for periods prior to such redemption date): : 2014 103.938 % 2015 104.313 101.969 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (e) At any time prior to September 1, 2014, the Company may also redeem all or a part of the Notes, upon not less than 30 (or such shorter period as may be permitted by the eligibility rules of the Depositary) nor more than 60 days prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date for periods prior to such date of redemption.

Optional Redemption. (a) At any time prior to June 15, 20142017, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625of 106% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Additional Amounts, if any, to the date of redemption (subject Redemption Date, using cash in an amount up to the rights amount of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent sale of common Equity Offering by Eldorado’s direct or indirect parentInterests (other than Disqualified Stock) of the Company; provided that: that (1i) at least 65% of the aggregate principal amount of Notes originally issued under this the Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and and (2ii) the redemption occurs within 45 90 days of the date of the closing of such sale of Equity OfferingInterests. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 20152017, the Issuers, at their option, Company may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions also redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ written notice, at a redemption price equal to 100% of the redemption prices (expressed principal amount of Notes redeemed plus the Applicable Premium as percentages of principal amount) set forth belowof, plus and accrued and unpaid interestinterest and Additional Amounts, if any on the Notes redeemedany, to the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless . (c) On or after June 15, 2017, the Issuers default in the payment Company may redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ written notice, at the redemption priceprices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Amounts, interest will cease to accrue if any, on the Notes or portions thereof called for redemption redeemed, to the applicable Redemption Date, if redeemed during the periods indicated below, subject to the rights of Holders of Notes on the applicable redemption relevant record date to receive interest on the relevant interest payment date.: Year Percentage From June 15, 2017 through June 14, 2018 103.00 % From June 15, 2018 through June 14, 2019 101.50 % From June 15, 2019 and thereafter 100.00 % (fd) Any redemption pursuant The Company may at its option at any time, upon giving not less than 30 nor more than 60 days’ written notice to this Section 3.07 shall Holders, redeem all (but not less than all) of the Notes then outstanding, at 100% of the aggregate principal amount thereof, plus accrued and unpaid interest and Additional Amounts, if any, to such Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date), in the event the Company has become, or would become, obligated to pay, on the next interest payment date on which any amount would be payable with respect to such Notes, any Additional Amounts in excess of the Additional Amounts the Company would be obligated to pay if payments made on the Notes were subject to withholding or deduction of Mexican taxes at a rate in excess of 4.9 percent (“Excess Additional Amounts”) as a result of: (a) any change in, or amendment to, the laws (including any regulations promulgated thereunder) of the relevant Tax Jurisdiction; or (b) any change in the official application, administration or interpretation of such laws or regulations in the relevant Tax Jurisdiction (each of (a) and (b) a “Change of Tax Law”), if (1) the above-mentioned change or amendment is announced on or after the Issue Date (or, if later, the date on which a jurisdiction becomes a relevant Tax Jurisdiction), (2) there has been a further issuance, such obligation to pay Excess Additional Amounts would have arisen absent a further issuance of the Notes pursuant to the provisions of Sections 3.01 Indenture, and (3) such obligation to pay Excess Additional Amounts cannot be avoided by the Company taking reasonable measures available to it (including, without limitation, changing the jurisdiction from or through 3.06 hereofwhich payments are made).

Optional Redemption. (a) At Except as set forth in subparagraphs (b), (c) and (d) of this Paragraph 5, the Issuers shall not have the option to redeem the Notes prior to June 1, 2017. On or after June 1, 2017, the Issuers shall have the option to redeem the Notes, in whole or in part at any time, upon prior notice as set forth in Paragraph 8, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to the applicable redemption date (subject to the right of Holders on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the redemption date), if redeemed during the twelve-month period beginning on June 1 of the years indicated below: 2017 103.313 % 2018 101.656 % 2019 and thereafter 100.000 % (b) Notwithstanding the provisions of subparagraph (a)of this Paragraph 5, at any time prior to June 151, 20142016, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes (including any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625of 106.625% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Additional Interest, if any, thereon to the redemption date of redemption (subject to the rights right of Holders of Notes on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment redemption date) ), with the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentCompany; provided that: that (1i) at least 65% of the aggregate principal amount of Notes (including any Additional Notes) originally issued under this the Indenture (excluding any Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of each such redemption; and redemption and (2ii) the each such redemption occurs within 45 180 days of the date of the closing of each such Equity Offering. (bc) In additionPrior to June 1, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142017, the Issuers may redeem up to $18.0 million in principal amount all or part of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% the sum of (1) the principal amount of the Notes redeemedthereof, plus (2) accrued and unpaid interest, if any, to the redemption date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights right of Holders on the relevant record date to receive interest due on an interest payment date that is on or prior to the relevant payment redemption date), plus (3) the Make Whole Premium at the redemption date. (d) Except pursuant to the three preceding paragraphsThe Notes may also be redeemed, the Notes will not be redeemable at the Issuers’ option prior to June 15as a whole, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part following certain Change of the Notes upon not less than 30 nor more than 60 days’ noticeControl Offers, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued price and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default conditions set forth in the payment Section 4.15(f) of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateIndenture. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time Except as set forth in clauses (b) and (c) of this Section 3.07, the Notes shall not be redeemable at the option of the Company prior to June 15, 2014, the Issuers may 2010. Beginning on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 20152010, the Issuers, at their option, Company may on one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior noticeat once or over time, at a redemption price equal to 100% of after giving the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except notice required pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ noticeSection 3.03 hereof, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any interest on the Notes redeemed, to the applicable redemption date (subject to the right of redemptionHolders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), if redeemed during the twelve-month period periods beginning on June 15 of the years indicated below set forth below: 2010 105.000 % 2011 102.500 % 2012 and thereafter. 100.000 % (b) At any time and from time to time prior to June 15, 2010, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this Indenture at a redemption price (expressed as a percentage of principal amount) equal to 110% of the principal amount thereof, plus accrued and unpaid interest, if any, on the Notes to the redemption date (subject to the rights right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) with the net cash proceeds of one or more Equity Offerings by the Company, provided, however, that (i) at least 65% of the aggregate principal amount of the Notes (including Additional Notes issued under this Indenture) remains outstanding immediately after giving effect to such redemption; and (ii) any such redemption shall be made within 90 days of the date of closing of such Equity Offering. (c) At any time prior to June 15, 2010, the Company may at its option redeem the Notes in whole or in part, at once or over time, after giving the notice required pursuant to Section 3.03 hereof, at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of an Interest Payment Date that is on or prior to the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date). (fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June May 15, 20142024, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes (calculated after giving effect to the issuance of any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625104.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption (subject to the rights right of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date) ), with the net cash proceeds of an any Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 65the lesser of (a) 50% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding including any Additional Notes) then outstanding or (b) $600.0 million aggregate principal amount of the Notes held by Eldorado and Eldorado’s subsidiaries(including any Additional Notes) remains outstanding immediately after the occurrence of each such redemptionredemption (except to the extent otherwise repurchased or redeemed in accordance with the terms of this Indenture); and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June May 15, 20152024, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior notice, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as ofof the date of the redemption notice, and accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. (c) At any time, in connection with any offer to purchase the Notes (including pursuant to a Change of Control Offer, Alternate Offer or Asset Sale Offer), if Holders of at least 90% in aggregate principal amount of the Notes outstanding tender such Notes in such offer, the Issuer or such other Person, upon notice given not more than 60 days following such purchase pursuant to such offer, may redeem all of the remaining Notes at a price in cash equal to the price offered to each Holder in such prior offer, plus, to the extent not included in the prior offer payment, accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. In determining whether the Holders of at least 90% in aggregate principal amount of the outstanding Notes have validly tendered and not validly withdrawn Notes in an offer, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of such offer. (d) Prior to May 15, 2024, the Issuer may redeem during each calendar year commencing with the calendar year in which the Issue Date occurs up to 10% of the aggregate principal amount of the Notes, including any Additional Notes, at its option, from time to time at a redemption price equal to 103% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date). (de) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June May 15, 20152024. (ef) On or after June May 15, 20152024, the Issuers Issuer may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to (but not including) the applicable date of redemption, if redeemed during the twelve12-month period beginning on June May 15 of the years indicated below (below, subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date: 2024 102.375 % 2025 101.188 % 2026 and thereafter 100.000 % (g) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. In connection with any redemption of Notes made pursuant to this Section 3.07, any such redemption may, at the Issuer’s discretion, be performed by another Person and be subject to one or more conditions precedent. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, the related notice of redemption shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be modified or rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed (which may exceed 60 days from the date of the redemption notice in such case). Such notice of redemption may be extended if such conditions precedent have not been met by providing notice to the Holders of the Notes. Notes called for redemption become due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 applicable redemption date (to the extent such redemption date occurs and thereafter 100.000 % as such date may be extended or delayed). Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption datedate (whether or not a Business Day). (fh) The Issuer or its Affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall one or more tender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuer or any such Affiliates may determine. To the extent Notes are purchased or otherwise acquired by the Issuer, such Notes may be made pursuant to the provisions of Sections 3.01 through 3.06 hereofcanceled and all obligations thereunder terminated.

Optional Redemption. (a) At any time prior to June April 15, 2014, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior noticenotice in accordance with Section 3.03, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to to, the date of redemptionredemption (the “Redemption Date’), subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): . (b) Until April 15, 2013, the Issuer may, at its option, redeem up to 35% of the aggregate principal amount of Notes issued by it at a redemption price equal to 109.25% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, the Redemption Date, subject to the right of Holders of Notes of record on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds received by it from one or more Equity Offerings; provided that (i) at least 50% of the sum of the aggregate principal amount of Notes originally issued under this Indenture and any Additional Notes that are Notes issued under this Indenture after the Issue Date remain outstanding immediately after the occurrence of each such redemption; and (ii) each such redemption occurs within 180 days of the date of closing of each such Equity Offering. (c) Except pursuant to clause (a) or (b) of this Section 3.07, the Notes will not be redeemable at the Issuer’s option prior to April 15, 2014. (d) On and after April 15, 2014, the Issuer may redeem the Notes, in whole or in part, upon notice in accordance with Section 3.03 at the redemption prices (expressed as percentages of principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any, to the Redemption Date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date, if redeemed during the twelve-month period beginning on April 15 of each of the years indicated below: 2014 104.625 % 2015 104.313 102.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.% (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June April 15, 20142021, the Issuers may on Company may, at its option, redeem all or any one or more occasions redeem up to 35% portion of the aggregate principal amount of Notes issued under this Indenture, upon on not less than 30 15 nor more than 60 days’ noticeprior notice mailed (or, in the case of Global Notes, delivered electronically in accordance with the procedures of the Depositary) to Holders of the Notes to be redeemed at a redemption price equal to 108.625the greater of: (i) 100% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date; and (ii) the sum, as determined by an Independent Investment Banker, of the present values of the remaining scheduled payments of principal and interest (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus accrued and unpaid interest to, but excluding, the date of redemption. b) At any time and from time to time on or after April 15, 2021, the Company may redeem the Notes in whole or in part, at the Company’s option, upon not less than 15 nor more than 60 days’ prior notice mailed (or, in the case of global notes, delivered electronically in accordance with the procedures of the Depositary) to Holders of the Notes redeemed, to be redeemed at a redemption price equal the percentage of principal amount set forth below plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on June April 15 of the years year indicated below below: 2021 102.688 % 2022 101.344 % 2023 and thereafter 100.000 % c) At any time and from time to time prior to April 15, 2021, the Company may redeem Notes with the Net Cash Proceeds received by the Company from any Equity Offering at a redemption price equal to 105.375% plus accrued and unpaid interest, if any, to, but excluding, the redemption date, in an aggregate principal amount for all such redemptions not to exceed 40% of the original aggregate principal amount of the Notes (including Additional Notes); provided that (i) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering, and (ii) not less than 60% of the original aggregate principal amount of the Notes remain outstanding immediately thereafter (including Notes that are being called for redemption but excluding Notes held by the Company or any of its Restricted Subsidiaries). d) Any redemption and notice of redemption may, at the Company’s option, be subject to the rights satisfaction of Holders one or more conditions precedent (including, in the case of Notes a redemption related to an equity offering, the consummation of such equity offering). Such notice shall state that, at the Company’s option, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Company in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date so delayed. e) If the optional redemption date is on the relevant or after an interest record date to receive interest due and on or before the relevant related interest payment date): 2015 104.313 % 2016 102.156 % 2017 , the accrued and thereafter 100.000 % unpaid interest will be paid to the Person in whose name the Note is registered at the close of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company. f) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fg) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereof3.06.

Optional Redemption. (a) Except as described below under clauses 5(b), 5(c) and 5(d) hereof and in Section 4.14(f) of the Indenture, the Notes will not be redeemable at the Issuer’s option prior to December 15, 2016. (b) At any time prior to June December 15, 20142016, the Issuers Issuer may on any one or more occasions redeem all or a part of the Notes upon notice in accordance with Section 3.03 of the Indenture, at a redemption price equal to the sum of (i) 100.0% of the principal amount of the Notes redeemed, plus (ii) the Applicable Premium as of the date of redemption (the “Redemption Date”), plus (iii) accrued and unpaid interest, if any, to the Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (c) On and after December 15, 2016, the Issuer may redeem the Notes, in whole or in part, upon notice in accordance with Section 3.03 of the Indenture, at the redemption prices (expressed as percentages of principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any, thereon to the applicable Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date, if redeemed during the twelve-month period beginning on December 15 of each of the years indicated below: 2016 104.031 % 2017 102.688 % 2018 101.344 % 2019 and thereafter 100.000 % (d) Until December 15, 2016, the Issuer may, at its option, and on one or more occasions, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625105.375% of the aggregate principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the date of redemption (Redemption Date, subject to the rights right of Holders of Notes record on the relevant record date Record Date to receive interest due on the relevant interest payment date) Interest Payment Date, with the net cash proceeds of an received by it from one or more Equity Offering by Eldorado Offerings or a contribution to Eldoradothe Issuer’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: provided, that (1A) at least 65% of the aggregate principal amount of Notes originally issued under this the Indenture (excluding on the Issue Date and any Additional Notes held by Eldorado and Eldorado’s subsidiaries) issued under the Indenture after the Issue Date remains outstanding immediately after the occurrence of each such redemption; and and (2B) the each such redemption occurs within 45 180 days of the date of the closing of each such Equity Offering. (b) . In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014addition to any redemption pursuant to this paragraph 5, the Issuers Issuer may redeem up at any time and from time to $18.0 million in principal amount of the time purchase Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one open market or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015otherwise. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture. Notice of any redemption, whether in connection with an Equity Offering or otherwise, may be given prior to the completion thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering. If any Notes are listed on an exchange, and the rules of such exchange so require, the Issuer shall notify the exchange of any such notice of redemption. In addition, the Issuer shall notify the exchange of the principal amount of any Notes outstanding following any partial redemption of such Notes.

Optional Redemption. (a) At any time prior to June May 15, 20142024, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes (calculated after giving effect to the issuance of any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625104.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption (subject to the rights right of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date) ), with the net cash proceeds of an any Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 65the lesser of (a) 50% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding including any Additional Notes) then outstanding or (b) $600.0 million aggregate principal amount of the Notes held by Eldorado and Eldorado’s subsidiaries(including any Additional Notes) remains outstanding immediately after the occurrence of each such redemptionredemption (except to the extent otherwise repurchased or redeemed in accordance with the terms of the Indenture); and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June May 15, 20152024, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior notice, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as ofof the date of the redemption notice, and accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. (c) At any time, in connection with any offer to purchase the Notes (including pursuant to a Change of Control Offer, Alternate Offer or Asset Sale Offer), if Holders of at least 90% in aggregate principal amount of the Notes outstanding tender such Notes in such offer, the Issuer or such other Person, upon notice given not more than 60 days following such purchase pursuant to such offer, may redeem all of the remaining Notes of such series at a price in cash equal to the price offered to each Holder in such prior offer, plus, to the extent not included in the prior offer payment, accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. In determining whether the holders of at least 90% in aggregate principal amount of the outstanding Notes have validly tendered and not validly withdrawn Notes in an offer, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by an Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of such offer. (d) Prior to May 15, 2024, the Issuer may redeem during each calendar year commencing with the calendar year in which the Issue Date occurs up to 10% of the aggregate principal amount of the Notes, including any Additional Notes, at its option, from time to time at a redemption price equal to 103% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date). (de) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June May 15, 20152024. (ef) On or after June May 15, 20152024, the Issuers Issuer may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to (but not including) the applicable date of redemption, if redeemed during the twelve12-month period beginning on June May 15 of the years indicated below (below, subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date: 2024 102.375% 2025 101.188% 2026 and thereafter 100.000% (g) In connection with any redemption of Notes (including with cash proceeds of an Equity Offering), any such redemption may, at the Issuer’s discretion, be performed by another Person and be subject to one or more conditions precedent. In addition, if such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be modified or rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed (which may exceed 60 days from the date of the redemption notice in such case). Such notice of redemption may be extended if such conditions precedent have not been met, by providing notice to the Holders of Notes. Notes called for redemption become due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % applicable redemption date (as such date may be extended or delayed). Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption datedate (whether or not a Business Day). (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. Except as set forth in clauses (b) In addition), not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsand (e) of this Section 3.07, the Notes will not be redeemable at the Issuers’ option prior to June 15March 1, 20152020. (eb) On or after June 15At any time prior to March 1, 20152020, the Issuers may may, at their option and on any one or more occasions occasions, redeem all or a part of the Notes, upon notice in accordance with Section 3.03 hereof, at a redemption price equal to the sum of (A) 100.0% of the principal amount of the Notes redeemed, plus (B) the Applicable Premium as of the Redemption Date, plus (C) accrued and unpaid interest, if any, to, but excluding, the Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the Notes on the relevant Interest Payment Date falling on or prior to the Redemption Date. (c) On and after March 1, 2020, the Issuers may, at their option and on one or more occasions, redeem the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ noticenotice in accordance with Section 3.03 hereof, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any on the Notes redeemedany, to thereon to, but excluding, the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date Record Date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date falling on or prior to the Redemption Date, if redeemed during the twelvemonth period beginning on March 1 of each of the years indicated below: 2020 102.875 % 2016 102.156 2021 101.438 % 2017 2022 and thereafter 100.000 % Unless % (d) In addition, at any time prior to March 1, 2020, the Issuers default may, at their option, upon notice in the payment accordance with Section 3.03 hereof, on one or more occasions, redeem an aggregate principal amount of the Notes (including, for the avoidance of doubt, any Additional Notes) issued under this Indenture not to exceed an amount equal to the aggregate net cash proceeds from one or more Equity Offerings to the extent such net cash proceeds are received by or contributed to the Issuer at a redemption priceprice (as a percentage of principal amount of the Notes to be redeemed) of 105.75%, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest will cease to accrue due on the Notes or portions thereof called for redemption on the relevant Interest Payment Date falling on or prior to the Redemption Date; provided, that (i) the amount redeemed shall not exceed 40% of the aggregate principal amount of the Notes issued under this Indenture; (ii) at least 50% of the aggregate principal amount of the Notes originally issued under this Indenture on the Issue Date remains outstanding immediately after the occurrence of each such redemption; and (iii) each such redemption occurs within 180 days of the date of closing of the applicable redemption Equity Offering or contribution. (e) Notwithstanding the foregoing, in connection with any Change of Control Offer, Asset Sale Offer or other tender offer for the Notes, if Holders of not less than 90.0% in aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such Change of Control Offer, Asset Sale Offer or other tender offer and the Issuers, or any third party making such Change of Control Offer, Asset Sale Offer or other tender offer in lieu of the Issuers, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuers or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to the price offered to each other Holder in such Change of Control Offer, Asset Sale Offer or other tender offer plus, to the extent not included in the Change of Control Offer, Asset Sale Offer or other tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the Redemption Date or purchase date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date falling on or prior to the Redemption Date or purchase date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. Notice of any redemption, whether in connection with an Equity Offering, Change of Control, Asset Sale, other transaction or event or otherwise, may, at the Issuers’ discretion, be given prior to the completion or occurrence thereof, and any such redemption or notice may, at the Issuers’ discretion, be subject to one or more conditions precedent, including, but not limited to, completion or occurrence of the related Equity Offering, Change of Control, Asset Sale or other transaction or event, as the case may be. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuers’ discretion, the Redemption Date may be delayed until such time (which may be more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions shall be satisfied (or waived by the Issuers in their sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuers in their sole discretion) by the Redemption Date, or by the Redemption Date so delayed, or that such notice may be rescinded at any time in the Issuer’s discretion if the Issuers determine that any or all of such conditions will not be satisfied. For the avoidance of doubt, if any Redemption Date shall be delayed pursuant to this Section 3.07 and the terms of the applicable notice of redemption, such Redemption Date as so delayed may occur at any time after the original Redemption Date set forth in the applicable notice of redemption and after the satisfaction of any applicable conditions precedent, including, without limitation, on a date that is less than 10 days after the original Redemption Date and/or more than 60 days after the date of the applicable notice of redemption. In addition, the Issuers may provide in such notice that payment of the redemption price and performance of the Issuers’ obligations with respect to such redemption may be performed by another Person. (g) The Issuers, the Investors and their respective Affiliates may, at their discretion, at any time and from time to time acquire Notes by means other than a redemption, whether by tender offer, in the open market, negotiated transactions, or otherwise. (h) The Trustee shall have no duty to calculate or verify the calculation of the Applicable Premium.

Optional Redemption. (a) At any time prior to June January 15, 20142029, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 108.625105.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date redemption date, with an amount equal to the net cash proceeds of redemption (one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 6550% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company, its Subsidiaries and Eldorado’s subsidiariesparent entities) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offeringequity offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June January 15, 20152029, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionthe applicable redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June January 15, 20152029. (ed) On or after June January 15, 20152029, the Issuers Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve12-month period beginning on June January 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : 2029 102.875 % 2016 102.156 2030 101.438 % 2017 2031 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.% (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (f) The provisions of this Article 3 do not prohibit the Company or its Affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise. (g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Notes, including a Change of Control Offer, if Holders of not less than 90.0% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the extent not included in the tender offer payment (or payment pursuant to another offer to purchase), accrued and unpaid interest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the contrary).

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. Except as set forth in clauses (b) In addition), not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsand (e) of this Section 3.07, the Notes will not be redeemable at the Issuers’ option prior to June 151, 20152020. (eb) On or after At any time prior to June 151, 20152020, the Issuers may may, at their option and on any one or more occasions occasions, redeem all or a part of the Notes, upon notice in accordance with Section 3.03 hereof, at a redemption price equal to the sum of (A) 100.0% of the principal amount of the Notes redeemed, plus (B) the Applicable Premium as of the Redemption Date, plus (C) accrued and unpaid interest, if any, to, but excluding, the Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the Notes on the relevant Interest Payment Date falling prior to or on the Redemption Date. (c) On and after June 1, 2020, the Issuers may, at their option and on one or more occasions, redeem the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ noticenotice in accordance with Section 3.03 hereof, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any any, thereon to, but excluding, the applicable Redemption Date, subject to the right of Holders of record on the Notes redeemed, relevant Record Date to receive interest due on the applicable date of redemptionrelevant Interest Payment Date falling prior to or on the Redemption Date, if redeemed during the twelve-month period beginning on June 15 1 of each of the years indicated below below: 2020 103.375 % 2021 101.688 % 2022 and thereafter 100.000 % (d) Prior to June 1, 2020, the Issuers may, at their option and on one or more occasions, redeem the aggregate principal amount of Notes equal to the amount of the net cash proceeds received by the Issuer from one or more Equity Offerings or a contribution to the Issuer’s common equity capital made with the net cash proceeds of an Equity Offering at a redemption price equal to (i) 106.750% of the aggregate principal amount of the Notes redeemed, plus (ii) accrued and unpaid interest, if any, to, but excluding, the Redemption Date, subject to the rights right of Holders of Notes record on the relevant record date Record Date to receive interest due on the Notes on the relevant interest payment date): 2015 104.313 Interest Payment Date falling prior to or on the Redemption Date; provided that (A) the amount redeemed shall not exceed 40% 2016 102.156 of the aggregate principal amount of the Notes issued under this Indenture; (B) at least 50% 2017 of the aggregate principal amount of the Notes originally issued under this Indenture on the Issue Date remains outstanding immediately after the occurrence of each such redemption; and thereafter 100.000 (C) each such redemption occurs within 180 days of the date of closing of each such Equity Offering. (e) Notwithstanding the foregoing, in connection with any tender offer, Change of Control Offer or Asset Sale Offer for the Notes, if Holders of not less than 90% Unless in aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such tender offer and the Issuers, or any third party making such tender offer in lieu of the Issuers, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuers default or such third party will have the right upon not less than 10 days nor more than 60 days prior notice, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to the price offered to each other Holder in such tender offer plus, to the extent not included in the payment of tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. Notice of any redemption, whether in connection with an Equity Offering, Change of Control, other transaction or event or otherwise, may, at the Issuer’s discretion, be given prior to the completion or occurrence thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion or occurrence of the related Equity Offering, Change of Control, Asset Sale or other transaction or event, as the case may be. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed, or that such notice may be rescinded at any time in the Issuer’s discretion if the Issuer determines that any or all of such conditions will not be satisfied. For the avoidance of doubt, if any redemption date shall be delayed pursuant to this Section 3.07 and the terms of the applicable notice of redemption, such redemption date as so delayed may occur at any time after the original redemption date set forth in the applicable notice of redemption and after the satisfaction of any applicable conditions precedent, including, without limitation, on a date that is less than 30 days after the original redemption date but not more than 60 days after the date of the applicable notice of redemption. In addition, the Issuer may provide in such notice that payment of the redemption price and performance of the Issuer’s obligations with respect to such redemption may be performed by another Person. (g) The Issuer, the Investors and their respective Affiliates may acquire the Notes by means other than a redemption pursuant to this Article 3, whether by tender offer, open market purchases, negotiated transactions or otherwise. (h) The Trustee shall have no duty to calculate or verify the calculation of the Applicable Premium.

Optional Redemption. (a) At any time Except as set forth below, the Company shall not be entitled to redeem the Notes at its option prior to June 15December 1, 20142010. On and after December 1, 2010, the Issuers may on any one or more occasions redeem up Company shall be entitled at its option to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as in percentages of principal amount, on the redemption date) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, interest to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 ), if redeemed during the 12-month period commencing on December 1 of the years set forth below: Period Redemption Price 2010 103.625 % 2016 102.156 2011 102.417 % 2017 2012 101.208 % 2013 and thereafter 100.000 % Unless In addition, prior to December 1, 2008, the Issuers default Company shall be entitled at its option on one or more occasions to redeem Notes (which includes Additional Notes, if any) in the payment an aggregate principal amount not to exceed 35% of the redemption price, interest will cease to accrue on aggregate principal amount of the Notes (which includes Additional Notes, if any) issued prior to the redemption date at a redemption price (expressed as a percentage of principal amount) of 107.25%, plus accrued and unpaid interest to the redemption date, with the net cash proceeds from one or portions thereof called for more Public Equity Offerings; provided that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption on (other than Notes held, directly or indirectly, by the applicable Company or its Affiliates); and (2) each such redemption occurs within 180 days after the date of the related Public Equity Offering. Prior to December 1, 2010, the Company may at its option redeem all (but not less than all) the Notes (which includes the Additional Notes, if any) at a redemption price equal to the sum of: (1) the principal amount thereof, plus (2) accrued and unpaid interest, if any, to the redemption date, plus (3) the Applicable Premium at the redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) With respect to the 2019 Notes: (1) At any time time, prior to June 151, 2014, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of 2019 Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture (including any additional 2019 Notes issued after the issue date) at a redemption price equal to 108.625of 106.000% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest to, if anybut not including, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) , with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1A) at least 65% of the aggregate principal amount of 2019 Notes originally issued under this Indenture (excluding 2019 Notes held by Eldorado the Issuer and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2B) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b2) In additionExcept pursuant to the preceding paragraph or as otherwise set forth below, the 2019 Notes will not more be redeemable at the Issuer’s option prior to June 1, 2014; provided, however, the Issuer may acquire the 2019 Notes by means other than once during each twelve-month period ending on a redemption, whether pursuant to a tender offer, open market purchase or otherwise, so long as the acquisition does not violate the terms of this Indenture. (3) On or after June 15 of 20121, 2013 and 2014, the Issuers Issuer may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the 2019 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any interest on the 2019 Notes redeemed, to to, but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 1 of the years indicated below (below, subject to the rights of Holders holders of 2019 Notes on the relevant record date to receive interest on the relevant interest payment date: 2014 103.000 % 2015 101.500 % 2016 and thereafter 100.000 % Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the 2019 Notes or portions thereof called for redemption on the applicable redemption date. (4) At any time, prior to June 1, 2014, the Issuer may also redeem all or a part of the 2019 Notes, upon not less than 30 nor more than 60 days’ prior notice mailed by first-class mail to each holder’s registered address, at a redemption price equal to 100% of the principal amount of 2019 Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, but not including, the date of redemption (the “Redemption Date”), subject to the rights of holders of 2019 Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 . (b) With respect to the 2021 Notes: (1) At any time, prior to June 1, 2016, the Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of 2021 Notes issued under this Indenture (including any additional 2021 Notes issued after the issue date) at a redemption price of 106.250% of the principal amount, plus accrued and unpaid interest to, but not including, the redemption date, with the net cash proceeds of one or more Equity Offerings; provided that: (A) at least 65% of the aggregate principal amount of 2021 Notes issued under this Indenture (excluding 2021 Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (B) the redemption occurs within 180 days of the date of the closing of such Equity Offering. (2) Except pursuant to the preceding paragraph or as otherwise set forth below, the 2021 Notes will not be redeemable at the Issuer’s option prior to June 1, 2016; provided, however, the Issuer may acquire the 2021 Notes by means other than a redemption, whether pursuant to a tender offer, open market purchase or otherwise, so long as the acquisition does not violate the terms of this Indenture. (3) On or after June 1, 2016, the Issuer may redeem all or a part of the 2021 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest on the 2021 Notes redeemed, to, but not including, the applicable redemption date, if redeemed during the twelve-month period beginning on June 1 of the years indicated below, subject to the rights of holders of 2021 Notes on the relevant record date to receive interest on the relevant interest payment date: 2016 102.156 103.125 % 2017 102.083 % 2018 101.042 % 2019 and thereafter 100.000 % Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the 2021 Notes or portions thereof called for redemption on the applicable redemption date. (f4) At any time prior to June 1, 2016, the Issuer may also redeem all or a part of the 2021 Notes, upon not less than 30 nor more than 60 days’ prior notice mailed by first-class mail to each holder’s registered address, at a redemption price equal to 100% of the principal amount of 2021 Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, but not including, the Redemption Date, subject to the rights of holders of 2021 Notes on the relevant record date to receive interest due on the relevant interest payment date. (c) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ noticeThe Company may, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their its option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to to, but not including, the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date if the Notes have not been redeemed prior to such date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless Prior to the Issuers default in the payment first anniversary of the redemption price, interest will cease Issue Date 103.00 % On or after the first anniversary of the Issue Date but prior to accrue on the Notes second anniversary of the Issue Date 102.00 % On or portions thereof called for redemption on after the applicable redemption date.second anniversary of the Issue Date but prior to the third anniversary of the Issue Date 101.00 % After the third anniversary of the Issue Date 100.00 % (fb) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (c) Notwithstanding anything to the contrary in this Indenture, each redemption or distribution in respect of the principal amount of the Notes after acceleration thereof pursuant to Section 6.02 hereof (including automatically pursuant to Section 6.02(a) hereof), shall be accompanied by, and there shall become due and payable automatically upon acceleration, a payment premium payable in cash on the principal amount so redeemed or distributed or on the principal amount that has become or is declared accelerated pursuant to Section 6.02 hereof (including automatically pursuant to Section 6.02(a) hereof), in an amount equal to the Redemption Price Premium, calculated on the aggregate principal amount of the Notes so redeemed, distributed or accelerated, together with all accrued and unpaid interest on such Notes.

Optional Redemption. (a) At any time prior Prior to June August 15, 20142017, the Issuers Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes outstanding under this Indenture (which may include Additional Notes) with an amount of cash not greater than the amount of the net cash proceeds from one or more Equity Offerings at a redemption price equal to 107.250% of the principal amount thereof, plus accrued and unpaid interest and Liquidated Damages, if any, on the Notes to be redeemed to the redemption date (subject to the rights of Holders of record on the relevant record date to receive interest and Liquidated Damages, if any, due on the relevant interest payment date); provided that (1) at least 65% of the aggregate principal amount of the Notes issued under this Indentureon the Issue Date (excluding Notes held by the Company and its Subsidiaries) remains outstanding after each such redemption; and (2) the redemption occurs within 180 days after the closing of such Equity Offering. (b) At any time or from time to time prior to August 15, upon not less than 30 nor more than 60 days’ notice2017, the Company may also redeem all or a part of the Notes, at a redemption price equal to 108.625% of the principal amount of the Notes redeemedMake-Whole Price, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest and Liquidated Damages, if any, due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that:. (1c) at least 65In the event that Holders of not less than 90% of the in aggregate principal amount of the outstanding Notes originally issued under this Indenture accept a Change of Control Offer or Alternate Offer and the Company (excluding or any third party making such Change of Control Offer in lieu of the Company as set forth in Section 4.14(c)) purchases all of the Notes held by Eldorado such Holders, the Company will have the right, upon not less than 30 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to the Change of Control Offer or Alternate Offer described in Section 4.14, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment plus, to the extent not included in the Change of Control Payment, accrued and Eldorado’s subsidiaries) remains outstanding immediately after unpaid interest and Liquidated Damages, if any, on the occurrence of such redemption; and (2) the redemption occurs within 45 days of Notes that remain outstanding, to the date of redemption (subject to the closing rights of such Equity OfferingHolders of record on the relevant record date to receive interest and Liquidated Damages, if any, due on an interest payment date that is on or prior to the redemption date). (d) Except as provided in the preceding paragraphs (a), (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014(c), the Issuers Notes will not be redeemable at the Company’s option prior to August 15, 2017. (e) On and after August 15, 2017, the Company may redeem up to $18.0 million in principal amount all or a part of the Notes in each such twelve-month periodNotes, from time to time, upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a redemption price equal to 103% percentage of the principal amount of the Notes redeemed, amount) plus accrued and unpaid interestinterest and Liquidated Damages, if any, on the Notes to be redeemed to the applicable redemption date of redemption (subject to the rights of holders Holders of Notes record on the relevant record date to receive interest and Liquidated Damages, if any, due on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June August 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2017 105.438 % 2016 102.156 2018 103.625 % 2017 2019 101.813 % 2020 and thereafter 100.000 % % (f) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fg) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereofSection 3.06.

Optional Redemption. (a) At any time prior Except as set forth below, the Company shall not be entitled to June redeem the Notes. On and after January 15, 20142010, the Issuers may on any one or more occasions redeem up Company shall be entitled at its option to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as in percentages of principal amount) set forth belowamount on the redemption date), plus accrued and unpaid interest, if any on the Notes redeemed, interest to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 ), if redeemed during the 12-month period commencing on January 15 of the years set forth below: Redemption Period Price ------ ---------- 2010 105.50% 2016 102.156 2011 102.75% 2017 2012 and thereafter 100.000 100.00% Unless In addition, prior to January 15, 2009, the Issuers default Company shall be entitled at its option on one or more occasions to redeem Notes (which includes Additional Notes, if any) in the payment an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) issued at a redemption priceprice (expressed as a percentage of principal amount) of 111.00%, plus accrued and unpaid interest will cease to accrue the redemption date, with the net cash proceeds from one or more Public Equity Offerings following which there is a Public Market; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Notes held, directly or indirectly, by the Company or its Affiliates); and (2) each such redemption occurs within 90 days after the date of the related Public Equity Offering. Prior to January 15, 2010, the Company shall be entitled at its option to redeem all, but not less than all, of the Notes at a redemption price equal to 100.00% of the principal amount of the Notes plus the Applicable Premium as of, and accrued and unpaid interest to, the redemption date (subject to the right of Holders on the Notes or portions thereof called for redemption relevant record date to receive interest due on the applicable relevant interest payment date). The Company shall cause notice of such redemption to be mailed by first-class mail to each Holder's registered address, not less than 30 nor more than 60 days prior to the redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15May 1, 20142027, the Issuers may Issuer may, on any one or more occasions occasions, redeem up to 3540% of the aggregate principal amount of the Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625of 107.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to to, but excluding, the date of redemption Redemption Date (subject to the rights right of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant payment dateRedemption Date), in an amount not greater than the net cash proceeds of one or more Equity Offerings; provided that: (i) at least 60% of the aggregate principal amount of the Notes issued on the date of the Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Issuer and its Subsidiaries); and (ii) the redemption occurs within 180 days of the date of the closing of each such Equity Offering. (db) Except pursuant to the three preceding paragraphsOn and after May 1, 2027, the Notes will not be redeemable at the Issuers’ option prior to June 15Issuer may, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions occasions, redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemedredeemed to, but excluding, the applicable Redemption Date (subject to the applicable right of Holders of record on the relevant record date of redemptionto receive interest due on an interest payment date that is on or prior to the Redemption Date), if redeemed during the twelve-month period beginning on June 15 May 1 of the years indicated below below: 2027 103.625 % 2028 101.813 % 2029 and thereafter 100.000 % (c) Prior to May 1, 2027, the Issuer may, on one or more occasions, redeem all or part of the Notes at a redemption price equal to the sum of the principal amount thereof, plus the Applicable Premium, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the rights right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the Redemption Date). (d) In the event that Holders of not less than 90% of the aggregate principal amount of the outstanding Notes accept a Change of Control Offer or Alternate Offer or other tender offer, and the Issuer purchases all of the Notes held by such Holders, the Issuer will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to the Change of Control Offer, Alternate Offer or other offer, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment or Alternate Offer price, as applicable, plus, to the extent not included in the Change of Control Payment or Alternate Offer price, as applicable, accrued and unpaid interest thereon to, but excluding, the Redemption Date (subject to the right of the Holders of the Notes on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 Redemption Date). (e) Any such optional redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent. In addition, if such optional redemption is subject to the satisfaction of one or more conditions precedent, the related notice shall describe each such condition, and thereafter 100.000 % if applicable, shall state that, in the Issuer’s discretion, the Redemption Date may be delayed until such time as any or all such conditions shall be satisfied or waived (provided that in no event shall such Redemption Date be delayed to a date later than 60 days after the date on which such notice was sent), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the Redemption Date, or by the Redemption Date as so delayed. (f) Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June 15April 1, 20142015, upon not less than 30 nor more than 60 days’ notice, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 110.25% of their principal amount, plus accrued and unpaid interest and Additional Amounts, if any, to the redemption date, with the net proceeds from one or more Equity Offerings; provided, that: (i) at least 65% of the aggregate principal amount of Notes that were initially issued under this Indenturethe Indenture (excluding Notes held by the Issuer and its Subsidiaries) would remain outstanding immediately after the proposed redemption; and (ii) the redemption occurs within 90 days after the closing of such Equity Offering. (b) At any time prior to April 1, 2015, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount Issuer may, on any one or more occasions, redeem all or part of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, thereof plus the Applicable Redemption Premium as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to date of redemptionthe redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphssubparagraphs (a) and (b) of this Paragraph 5 and pursuant to Paragraph 6, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June 15April 1, 2015. (ed) On At any time on or after June 15April 1, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes and prior to maturity, upon not less than 30 nor more than 60 days’ notice, the Issuer may, on any one or more occasions, redeem all or part of the Notes. These redemptions will be in amounts of $200,000 or integral multiples of $1,000 in excess thereof at the following redemption prices (expressed as percentages of their principal amount) set forth belowamount at maturity), plus accrued and unpaid interestinterest and Additional Amounts, if any on the Notes redeemedany, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning commencing on June 15 April 1 of the years indicated below (set forth below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): : 2015 104.313 105.125 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.%

Optional Redemption. (a) At any time prior to June 15May 1, 20142026, the Issuers may Issuer may, on any one or more occasions occasions, redeem up to 3540% of the aggregate principal amount of the Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625of 107.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to to, but excluding, the date of redemption Redemption Date (subject to the rights right of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant payment dateRedemption Date), in an amount not greater than the net cash proceeds of one or more Equity Offerings; provided that: (i) at least 60% of the aggregate principal amount of the Notes issued on the date of the Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Issuer and its Subsidiaries); and (ii) the redemption occurs within 180 days of the date of the closing of each such Equity Offering. (db) Except pursuant to the three preceding paragraphsOn and after May 1, 2026, the Notes will not be redeemable at the Issuers’ option prior to June 15Issuer may, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions occasions, redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemedredeemed to, but excluding, the applicable Redemption Date (subject to the applicable right of Holders of record on the relevant record date of redemptionto receive interest due on an interest payment date that is on or prior to the Redemption Date), if redeemed during the twelve-month period beginning on June 15 May 1 of the years indicated below below: 2026 103.500 % 2027 101.750 % 2028 and thereafter 100.000 % (c) Prior to May 1, 2026, the Issuer may, on one or more occasions, redeem all or part of the Notes at a redemption price equal to the sum of the principal amount thereof, plus the Applicable Premium, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the rights right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the Redemption Date). (d) In the event that Holders of not less than 90% of the aggregate principal amount of the outstanding Notes accept a Change of Control Offer or Alternate Offer or other tender offer, and the Issuer purchases all of the Notes held by such Holders, the Issuer will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to the Change of Control Offer, Alternate Offer or other offer, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment or Alternate Offer price, as applicable, plus, to the extent not included in the Change of Control Payment or Alternate Offer price, as applicable, accrued and unpaid interest thereon to, but excluding, the Redemption Date (subject to the right of the Holders of Notes on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 Redemption Date). (e) Any such optional redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent. In addition, if such optional redemption is subject to the satisfaction of one or more conditions precedent, the related notice shall describe each such condition, and thereafter 100.000 % if applicable, shall state that, in the Issuer’s discretion, the Redemption Date may be delayed until such time as any or all such conditions shall be satisfied or waived (provided that in no event shall such Redemption Date be delayed to a date later than 60 days after the date on which such notice was sent), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the Redemption Date, or by the Redemption Date as so delayed. (f) Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. Except as described in this Section 3.07 and in Section 4.14(d), the Notes will not be redeemable at the Company’s option prior to May 1, 2022. (a) At any time prior to June 15May 1, 20142022, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture (including any Additional Notes) at a redemption price equal to 108.625of 108.75% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the date of redemption (subject date, with funds in an amount equal to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; Company, provided that: (1i) at least 6560% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariesincluding any Additional Notes) remains outstanding immediately after the occurrence of such redemptionredemption (excluding Notes held by the Company or any of its Subsidiaries); and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In additionOn and after May 1, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142022, the Issuers Company may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on June 15 May 1 of the years indicated below below: 2022 104.375% 2023 102.188% 2024 and thereafter 100.000% (c) At any time and from time to time prior to May 1, 2022, the Company may, at its option, redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium with respect to the Notes plus accrued and unpaid interest, if any, thereon to the redemption date. Notice of such redemption need not set forth the Applicable Premium but only the manner of calculation of the redemption price. With respect to any such redemption, the Company shall notify the Trustee of the Applicable Premium with respect to the Notes promptly after the calculation and the Trustee shall not be responsible for such calculation. (d) Notice of any redemption or purchase of the notes (including upon an Equity Offering or debt incurrence or in connection with a transaction (or series of related transactions) that constitute a Change of Control) may, at the Company’s discretion, be given prior to the completion of such transaction and may be subject to one or more conditions precedent, including, but not limited to, completion of the rights related Equity Offering, debt incurrence or Change of Holders Control. In addition, if such redemption or purchase is subject to satisfaction of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default one or more conditions precedent, such notice shall state that, in the Company’s discretion, the redemption or purchase date may be delayed until such time as any or all such conditions shall be satisfied, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption or purchase date, or by the redemption or purchase date so delayed. In addition, the Company may provide in such notice that payment of the redemption price, interest will cease or purchase price and performance of the Company’s obligations with respect to accrue on the Notes such redemption or portions thereof called for redemption on the applicable redemption datepurchase may be performed by another Person. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. Except as provided in paragraphs (a) At any time and (b) below and Section 4.15 hereof, the Notes shall not be redeemable at the Issuer’s option prior to June 15August 1, 20142024. Thereafter, the Issuers may on any one or more occasions redeem up Notes shall be subject to 35% redemption at the option of the aggregate principal amount of Notes issued under this IndentureIssuer, in whole or in part, upon not less than 30 nor 10 days’ or more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ written notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus together with accrued and unpaid interest, if any on the Notes redeemed, interest thereon to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of record of the Notes on the relevant record date to receive payments of interest due on the related interest payment date), if redeemed during the 12- month period beginning on August 1 of the years indicated below: 2024 103.750 % 2025 101.875 % 2026 and thereafter 100.000 % (a) Notwithstanding the foregoing, at any time and from time to time prior to August 1, 2024, the Issuer may redeem up to 40% of the original aggregate principal amount of the Notes outstanding at a redemption price equal to 107.500% of the principal amount thereof on the repurchase date, together with accrued and unpaid interest to such redemption date (subject to the rights of Holders of record of the Notes on the relevant record date to receive payments of interest on the related interest payment date): 2015 104.313 ), with an amount equal to the net cash proceeds of one or more public or private sales of Qualified Capital Stock (each, an “Equity Offering”), other than proceeds from a sale to the Issuer or any of its Subsidiaries or any employee benefit plan in which the Issuer or any of its Subsidiaries participates; provided that (i) at least 60% 2016 102.156 in aggregate principal amount of the Notes originally issued remains outstanding immediately after the occurrence of such redemption (including additional Notes but excluding Notes held by the Issuer or any of its Restricted Subsidiaries) unless all such Notes are redeemed substantially concurrently and (ii) such redemption occurs no later than the 120th day following such sale of Qualified Capital Stock. (b) In addition, at any time and from time to time prior to August 1, 2024, the Issuer may redeem all or any portion of the Notes outstanding at a redemption price equal to (i) 100% 2017 of the aggregate principal amount of the Notes to be redeemed, together with accrued and thereafter 100.000 % Unless unpaid interest to such redemption date (subject to the Issuers default rights of Holders of record of the Notes on the relevant record date to receive payments of interest on the related interest payment date), plus (ii) the Make Whole Amount. (c) In connection with any redemption of Notes described in clauses (a) and (b) above, such redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent, including any related Equity Offering, issuance of Indebtedness or other transaction. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the payment of Issuer’s discretion, such redemption may not occur and such notice may be rescinded, or the redemption pricedate may be delayed or extended, interest will cease to accrue on in the Notes event that any or portions thereof called for redemption on all such conditions shall not have been satisfied by the applicable redemption date. (fd) Any Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer, if holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer or Change of Control Offer and the Issuer, or any third party making such tender offer or Change of Control Offer in lieu of the Issuer, purchases all of the Notes validly tendered and not withdrawn by such holders, the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption pursuant to this Section 3.07 shall be made pursuant price equal to the provisions price offered to each other holder (excluding any early tender or incentive fee) in such tender offer or Change of Sections 3.01 through 3.06 hereofControl Offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the date of such redemption.

Optional Redemption. Except as described below, the Notes will not be redeemable at the Company’s option prior to May 1, 2022. (a) At any time prior to June 15May 1, 20142022, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture (including any Additional Notes) at a redemption price equal to 108.625of 108.750% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the date of redemption (subject date, with funds in an amount equal to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; Company, provided that: : (1i) at least 6560% of the aggregate principal amount of Notes originally issued under this the Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariesincluding any Additional Notes) remains outstanding immediately after the occurrence of such redemptionredemption (excluding Notes held by the Company or any of its Subsidiaries); and and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In additionOn and after May 1, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142022, the Issuers Company may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on June 15 May 1 of the years indicated below below: 2022 104.375% 2023 102.188% 2024 and thereafter 100.000% (c) At any time and from time to time prior to May 1, 2022, the Company may, at its option, redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium with respect to the Notes plus accrued and unpaid interest, if any, thereon to the redemption date. Notice of redemption need not set forth the Applicable Premium but only the manner of calculation of the redemption price. The Indenture provides that, with respect to any such redemption, the Company will notify the Trustee of the Applicable Premium with respect to the Notes promptly after the calculation and that the Trustee will not be responsible for such calculation. (d) Notice of any redemption or purchase of the notes (including upon an Equity Offering or debt incurrence or in connection with a transaction (or series of related transactions) that constitute a Change of Control) may, at the Company’s discretion, be given prior to the completion of such transaction and may be subject to one or more conditions precedent, including, but not limited to, completion of the rights related Equity Offering, debt incurrence or Change of Holders Control. In addition, if such redemption or purchase is subject to satisfaction of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default one or more conditions precedent, such notice shall state that, in the Company’s discretion, the redemption or purchase date may be delayed until such time as any or all such conditions shall be satisfied, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption or purchase date, or by the redemption or purchase date so delayed. In addition, the Company may provide in such notice that payment of the redemption price, interest will cease or purchase price and performance of the Company’s obligations with respect to accrue on the Notes such redemption or portions thereof called for redemption on the applicable redemption datepurchase may be performed by another Person. (fe) Any The Company shall not be required to make mandatory redemption pursuant to this Section 3.07 shall be made pursuant or sinking fund payments with respect to the provisions of Sections 3.01 through 3.06 hereofNotes.

Optional Redemption. (a) At any time prior to June March 15, 20142007, the Issuers Company may on any one or more occasions redeem up to 35% of the initially outstanding aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625in cash of 108.250% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interestinterest and Liquidated Damages, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) , with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with Offerings of the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentCompany; provided that: (1) at least 65% of the initially outstanding aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; (2) notice of any such redemption shall be given by the Company to the Holders and the Trustee within 15 days after the consummation of any such Equity Offering; and (23) the such redemption occurs shall occur within 45 60 days of the date of the closing of such Equity Offeringnotice. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsparagraph or paragraph (d) below, the Notes will not be redeemable at the Issuers’ Company’s option prior to June March 15, 20152008. (ec) On or after June March 15, 20152008, the Issuers Company may on any one redeem the Notes, in whole or more occasions redeem all or a part of the Notes in part, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amountamount thereof) set forth below, below plus accrued and unpaid interestinterest and Liquidated Damages, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June March 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2008 104.125 % 2016 102.156 2009 102.063 % 2017 2010 and thereafter 100.000 % Unless the Issuers default Company defaults in the payment of the redemption price, interest and Liquidated Damages, if any, will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (fd) In addition to the foregoing, if: (1) any Gaming Authority makes a determination of unsuitability of a Holder or beneficial owner of Notes (or of an Affiliate of such Holder or beneficial owner), or (2) any Gaming Authority requires that a Holder or beneficial owner of Notes (or an Affiliate thereof) must be licensed, qualified or found suitable under any applicable Gaming Laws and such Holder or beneficial owner (or Affiliate thereof): (A) fails to apply for a license, qualification or a finding of suitability within 30 days (or such shorter period as may be required by the applicable Gaming Authority) after being requested to do so by the Gaming Authority, or (B) is denied such license or qualification or not found suitable, the Company shall have the right, at any time from or after the Issue Date, at its option: (1) to require any such Holder or beneficial owner to dispose of its Notes within 30 days (or such earlier date as may be required by the applicable Gaming Authority) of receipt of such notice or finding by such Gaming Authority, or (2) to call for the redemption of the Notes of such Holder or beneficial owner at a redemption price equal to the least of: (A) the principal amount thereof, (B) the price at which such Holder or beneficial owner acquired the Notes, in the case of either clause (A) above or this clause (B), together with accrued interest and Liquidated Damages, if any, to the earlier of the date of redemption or the date of the denial of license or qualification or of the finding of unsuitability by such Gaming Authority, or (C) such other lesser amount as may be required by any Gaming Authority. Immediately upon a determination by a Gaming Authority that a Holder or beneficial owner of the Notes (or an Affiliate thereof) will not be licensed, qualified or found suitable or is denied a license, qualification or finding of suitability, the Holder or beneficial owner will not have any further rights with respect to the Notes to: (1) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (2) receive any interest, any Liquidated Damages, or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Company for services rendered or otherwise, except the redemption price of the Notes. The Company shall notify the Trustee in writing of any such redemption as soon as practicable. The Holder or beneficial owner applying for license, qualification or a finding of suitability must pay all costs of the licensure or investigation for such qualification or finding of suitability. (e) Any redemption pursuant to this Section 3.07 (other than any redemption pursuant to Section 3.07(d)) shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior Prior to June April 15, 20142020, the Issuers Company may on any one or more occasions redeem up to 35% of the original aggregate principal amount of the Notes issued under this Indenture(calculated after giving effect to any issuance of Additional Notes) with the net cash proceeds of one or more Equity Offerings, upon not less than 30 nor more than 60 days’ noticenotice mailed or otherwise delivered to each Holder (with a copy to the Trustee) in accordance with the applicable procedures of DTC, at a redemption price equal to 108.625105.125% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to to, but excluding, the date of applicable redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: : (1) at least 65% of the original aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariescalculated after giving effect to any issuance of Additional Notes) remains outstanding immediately after the occurrence of each such redemption; and and (2) the such redemption occurs within 45 120 days of the date of after the closing of such Equity Offering. (b) In additionAt any time prior to April 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142022, the Issuers Company may redeem up the Notes, in whole at any time and in part from time to $18.0 million in principal amount of the Notes in each such twelve-month periodtime, upon not less than 30 nor more than 60 days’ noticeprior notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at a redemption price equal to 103100% of the aggregate principal amount of the Notes to be redeemed, plus the Applicable Premium, plus accrued and unpaid interest to, but excluding, the redemption date. (c) On and after April 15, 2022, the Company may redeem the Notes, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ notice sent or otherwise delivered to each Holder (with a copy to the Trustee) in accordance with the applicable procedures of DTC, at the redemption prices (expressed as a percentage of the principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest, if any, to on the Notes, to, but excluding, the applicable date of redemption (subject to the rights of holders of Notes record on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June April 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: 2022 102.563 % 2016 102.156 2023 101.708 % 2017 2024 100.854 % 2025 and thereafter 100.000 % Unless % (d) If the Issuers default Company becomes obligated to pay any Additional Amounts because of a change in the payment laws or regulations of Canada or any Canadian Taxing Authority, or a change in any official position regarding the application or interpretation thereof, in either case that is publicly announced or becomes effective on or after the Issue Date, the Company may, at any time, redeem all, but not part, of the Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to (but excluding) the redemption pricedate, interest will cease to accrue on provided that at any time that the aggregate principal amount of the Notes or portions thereof called for redemption on outstanding is greater than US$20.0 million, any Holder of the applicable redemption dateNotes may, to the extent that it does not adversely affect the Company’s after-tax position, at its option, waive the Company’s compliance with the provisions of Section 4.20 of the Indenture with respect to such Holder’s Notes; provided, further, that if any Holder waives such compliance, the Company may not redeem that Holder’s Notes pursuant to this clause (d). (fe) Any redemption prepayment pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture.

Optional Redemption. (a) Except as described below under clauses 5(b), 5(c) and 5(e) hereof, the Notes will not be redeemable at the Issuer’s option before December 15, 2016. (b) At any time prior to June December 15, 20142016, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ noticeIssuer may, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their its option, may on one or more occasions occasions, redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior noticenotice provided as described in Section 7, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest to, if anybut not including, to the date of redemptionredemption (the “Redemption Date”), subject to the rights of Holders of record on the relevant record date Record Date to receive interest due on the relevant payment dateInterest Payment Date. (c) Until December 15, 2016, the Issuer may, at its option, on one or more occasions redeem up to 40% of the aggregate principal amount of Notes (including the aggregate principal amount of Notes issued after the Issue Date), upon notice provided as described in Section 7, at a redemption price equal to 105.875% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the applicable Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date, with the aggregate principal amount of Notes to be redeemed (the “Equity Offering Redemption Amount”) not to exceed an amount equal to the aggregate gross proceeds from one or more Equity Offerings; provided that (i) each such redemption occurs within 120 days of the date of closing of each such Equity Offering; (ii) proceeds in an amount equal to or exceeding the applicable Equity Offering Redemption Amount shall be received by, or contributed to the capital of, the Issuer or any of its Restricted Subsidiaries and (iii) at least 50% of the sum of the aggregate principal amount of Notes originally issued under the Indenture and any Notes that are issued under the Indenture after the Issue Date remains outstanding immediately after the occurrence of each such redemption. (d) Except pursuant to the three preceding paragraphsOn and after December 15, 2016, the Notes will not be redeemable Issuer may, at the Issuers’ option prior to June 15its option, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions occasions, redeem all or a part of the Notes Notes, upon not less than 30 nor more than 60 days’ noticenotice provided as described in Section 7, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interestinterest thereon to, if any but not including, the applicable Redemption Date, subject to the right of Holders of record on the Notes redeemed, relevant Record Date to receive interest due on the applicable date of redemptionrelevant Interest Payment Date, if redeemed during the twelve-month period beginning on June December 15 of each of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % below: 2016 102.156 102.938 % 2017 101.469 % 2018 and thereafter 100.000 % (e) If Holders of not less than 90% Unless the Issuers default in the payment aggregate principal amount of the redemption priceoutstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Issuer, interest will cease to accrue on or any third party making a Change of Control Offer in lieu of the Issuer as described in Section 4.14(c) of the Indenture, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Issuer or portions such third party will have the right, upon prior notice given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.14 of the Indenture, to redeem all Notes that remain outstanding following such purchase at a price in cash equal to 101.000% of the principal amount thereof called for redemption on plus accrued and unpaid interest to, but not including, the applicable redemption datedate of redemption. (f) Any redemption pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture.

Optional Redemption. (a) At any time prior to June On and after July 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142013, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On in whole or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ noticein part, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest and Additional Interest, if any on the Notes redeemedany, to the applicable redemption date (subject to the right of redemptionHolders on the relevant record date to receive interest and Additional Interest, if any, due on the relevant interest payment date), if redeemed during the twelve-month period beginning on June July 15 of each of the years indicated below set forth below. 2013 106.625 % 2014 and thereafter 100.000 % (b) Prior to July 15, 2013, the Issuers may redeem up to 35% of the aggregate principal amount of the Notes (including Additional Notes) originally issued under the Indenture at a redemption price of 113.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date (subject to the rights right of Holders of Notes on the relevant record date to receive interest and Additional Interest, if any, due on the relevant interest payment date): 2015 104.313 ) if: (1) such redemption is made with the proceeds of one or more Equity Offerings; (2) at least 65% 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on aggregate principal amount of the Notes (including any Additional Notes) originally issued under the Indenture remain outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company or portions thereof called for any of its Subsidiaries); and (3) the redemption on occurs within 90 days of the applicable redemption dateIssuers’ receipt of the proceeds of such Equity Offering. (fc) Prior to July 15, 2013, the Issuers may redeem the Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus the Applicable Premium as of, and accrued and unpaid interest and Additional Interest, if any, to, the redemption date (subject to the right of Holders on the relevant record date to receive interest and Additional Interest, if any, due on the relevant interest payment date). (d) Any redemption pursuant to this Section 3.07 5 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereofof the Indenture.

Optional Redemption. (a) At any time Except as set forth in the following two paragraphs, the Securities shall not be redeemable at the option of the Issuers prior to June 15, 20142019. Thereafter, the Issuers may on any one or more occasions redeem up to 35% Securities shall be redeemable at the option of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, in whole at their option, may on one any time or more occasions redeem all or a in part of the Notesfrom time to time, upon not less than 30 nor more than 60 days’ prior noticenotice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest to the redemption date (subject to the right of the Holders of record on the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the 12-month period commencing on June 15 of the years set forth below: 2019 104.969 % 2020 103.313 % 2021 101.656 % 2022 and thereafter 100.000 % In addition, at any time prior to June 15, 2019, the Issuers may redeem the Securities at their option, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ prior notice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at a redemption price equal to 100% of the principal amount of the Notes redeemed, Securities redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsto, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the applicable redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of the Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date): 2015 104.313 % 2016 102.156 % 2017 ). Notwithstanding the foregoing, at any time and thereafter 100.000 % Unless from time to time on or prior to June 15, 2019, the Issuers default may redeem in the payment aggregate up to 40% of the original aggregate principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) with the net cash proceeds of one or more Equity Offerings (1) by the Company or (2) by any direct or indirect parent of the Company, in each case, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Company or used to purchase Capital Stock (other than Disqualified Stock) of the Company from it, at a redemption priceprice (expressed as a percentage of principal amount thereof) equal to 106.625% plus accrued and unpaid interest, interest will cease if any, to accrue the redemption date (subject to the right of Holders of record on the Notes or portions thereof called for redemption relevant record date to receive interest due on the applicable relevant interest payment date occurring on or prior to the redemption date. ); provided, however, that at least 50% of the original aggregate principal amount of the Securities (fcalculated after giving effect to any issuance of Additional Securities) Any must remain outstanding after each such redemption; and provided, further, that such redemption pursuant shall occur within 180 days after the date on which any such Equity Offering is consummated upon not less than 30 nor more than 60 days’ notice mailed to this Section 3.07 each Holder of Securities being redeemed or otherwise in accordance with the procedures of the Depository and otherwise in accordance with the procedures set forth in the Indenture. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice of redemption shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time as any or all such conditions shall be made pursuant satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the stated redemption date, or by the redemption date as so delayed. Notice of any redemption in respect of an Equity Offering may be given prior to the provisions of Sections 3.01 through 3.06 hereofcompletion thereof.

Optional Redemption. (a) At any time prior to June February 15, 20142023, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionto, but excluding, the Redemption Date (subject to the rights of Holders of record of Notes on the relevant record date Regular Record Date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsInterest Payment Date). On and after February 15, 2023, the Notes will not be redeemable at Issuer may redeem the Issuers’ option prior to June 15Notes, 2015. (e) On in whole or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ noticein part, at the following redemption prices (expressed as percentages of principal amountamount of Notes to be redeemed) set forth below, plus accrued and unpaid interestinterest thereon, if any any, to, but excluding, the applicable Redemption Date, subject to the right of Holders of record of Notes on the Notes redeemed, relevant Regular Record Date to receive interest due on the applicable date of redemptionrelevant Interest Payment Date, if redeemed during the twelve-month period beginning on June February 15 of each of the years indicated below (below: 2023 103.063 % 2024 101.531 % 2025 and thereafter 100.000 % In addition, until February 15, 2023, the Issuer may, at its option, on one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under the Indenture at a redemption price equal to 106.125% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but excluding, the applicable Redemption Date, subject to the rights right of Holders of record of Notes on the relevant record date Regular Record Date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date, with the net cash proceeds of one or more Equity Offerings to the extent such net cash proceeds are received by or contributed to the Issuer; provided that at least 60% 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the sum of the aggregate principal amount of Notes originally issued under the Indenture (including any Additional Notes issued under the Indenture after the Issue Date) remains outstanding immediately after the occurrence of each such redemption; provided, further, that each such redemption price, interest will cease to accrue on occurs within 120 days of the Notes or portions thereof called for redemption on the applicable redemption date. (f) date of closing of each such Equity Offering. Any redemption pursuant to this Section 3.07 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofSection 3.07 of the Indenture.

Optional Redemption. (a) At any time Except as set forth below, the Company shall not be entitled to redeem the Notes at its option prior to June 15May 1, 20142013. On and after May 1, 2013, the Issuers may on any one or more occasions redeem up Company shall be entitled at its option to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as in percentages of principal amount, on the redemption date) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, interest to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): ), if redeemed during the 12-month period commencing on May 1 of the years set forth below: Period Redemption Price 2013 104.750 % 2014 102.375 % 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless In addition, prior to May 1, 2012, the Issuers default Company shall be entitled at its option on one or more occasions to redeem Notes (which includes Additional Notes, if any) in the payment an aggregate principal amount not to exceed 35% of the redemption price, interest will cease to accrue on aggregate principal amount of the Notes (which includes Additional Notes, if any) issued prior to the redemption date at a redemption price (expressed as a percentage of principal amount) of 109.5%, plus accrued and unpaid interest to the redemption date, with the net cash proceeds from one or portions thereof called for more Public Equity Offerings; provided that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption on (other than Notes held, directly or indirectly, by the applicable Company or its Affiliates); and (2) each such redemption occurs within 180 days after the date of the related Public Equity Offering. Prior to May 1, 2013, the Company may at its option redeem all (but not less than all) the Notes (which includes the Additional Notes, if any) at a redemption price equal to the sum of: (1) the principal amount thereof, plus (2) accrued and unpaid interest, if any, to the redemption date, plus (3) the Applicable Premium at the redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June January 15, 20142029, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 108.625105.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date redemption date, with an amount equal to the net cash proceeds of redemption (one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1i) at least 6550% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company, its Subsidiaries and Eldorado’s subsidiariesparent entities) remains outstanding immediately after the occurrence of such redemption; and (2ii) the redemption occurs within 45 180 days of the date of the closing of such Equity Offeringequity offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June January 15, 20152029, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June January 15, 20152029. (ed) On or after June January 15, 20152029, the Issuers Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June January 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : Year Percentage 2029 102.875 % 2016 102.156 2030 101.438 % 2017 2031 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.% (fe) Any redemption pursuant to this Section 3.07 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture. (f) The provisions of Article 3 of the Indenture do not prohibit the Company or its Affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.

Optional Redemption. (a) Except as set forth below, the Issuer will not be entitled to redeem Series B Second Lien Notes at its option prior to October 1, 2015. (b) At any time prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (October 1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the IssuersIssuer may redeem the Series B Second Lien Notes, at their option, may on one in whole or more occasions redeem all or a part of the Notesin part, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first class mail to the registered address of each Holder or otherwise delivered in accordance with the procedures of DTC, at a redemption price equal to 100% of the principal amount of the Series B Second Lien Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Additional Interest, if any, to to, the applicable date of redemptionredemption (the “Redemption Date”), subject to the rights right of Holders of Series B Second Lien Notes of record on the relevant record date Record Date to receive interest due on the relevant payment dateInterest Payment Date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or From and after June 15October 1, 2015, the Issuers Issuer may on any one redeem the Series B Second Lien Notes, in whole or more occasions redeem all or a part of the Notes in part, upon not less than 30 nor more than 60 days’ noticeprior notice mailed by first class mail to the registered address of each Holder or otherwise delivered in accordance with the procedures of DTC, at the redemption prices (expressed as percentages of the principal amountamount of the Series B Second Lien Notes to be redeemed) set forth below, plus accrued and unpaid interestinterest and Additional Interest, if any on the Notes redeemedany, to the applicable date Redemption Date, subject to the right of redemption, Holders of Series B Second Lien Notes of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date if redeemed during the twelve-month period beginning on June 15 October 1 of each of the years indicated below below: Year Percentage 2015 107.50 % 2016 105.00 % 2017 102.50 % 2018 and thereafter 100.00 % (d) Prior to October 1, 2013, the Issuer may, at its option, on one or more occasions, redeem up to 35% of the aggregate principal amount of Series B Second Lien Notes at a redemption price equal to 115.00% of the aggregate principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, to the Redemption Date, subject to the rights right of Holders of Series B Second Lien Notes of record on the relevant record date Record Date to receive interest due on the relevant interest payment date): 2015 104.313 Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided that at least 50% 2016 102.156 % 2017 of the sum of the original aggregate principal amount of Initial Series B Second Lien Notes and thereafter 100.000 % Unless any Additional Series B Second Lien Notes issued under the Issuers default Indenture remains outstanding immediately after the occurrence of each such redemption; and provided further that each such redemption occurs within 90 days of the date of closing of each such Equity Offering. Notice of any redemption upon any Equity Offerings may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering. (e) If the Issuer redeems less than all of the outstanding Series B Second Lien Notes, the Trustee shall select the Series B Second Lien Notes to be redeemed in the payment manner described under Section 3.02 of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateIndenture. (f) Any redemption pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofof the Indenture.

Optional Redemption. (a) At any time prior to June September 15, 20142020, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625105.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) ), with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June September 15, 20152022, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interestinterest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphsSection 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Issuers’ Company’s option prior to June September 15, 20152022. (ed) On or after June September 15, 20152022, the Issuers Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestinterest and Additional Amounts, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June September 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : 2022 102.938 % 2016 102.156 2023 101.958 % 2017 2024 100.979 % 2025 and thereafter 100.000 % % (e) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofhereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Optional Redemption. Except as described below, the Notes will not be redeemable at the Company’s option prior to July 15, 2024. (a) At any time prior to June July 15, 20142024, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture (including any Additional Notes) at a redemption price equal to 108.625of 105.250% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, to the date of redemption (subject date, with funds in an amount equal to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an one or more Equity Offering Offerings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; Company, provided that: : (1i) at least 6560% of the aggregate principal amount of Notes originally issued under this the Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariesincluding any Additional Notes) remains outstanding immediately after the occurrence of such redemptionredemption (excluding Notes held by the Company or any of its Subsidiaries); and and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (b) In additionOn and after July 15, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 20142024, the Issuers Company may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on June July 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 below: YEAR Percentage 2024 102.625 % 2016 102.156 2025 101.313 % 2017 2026 and thereafter 100.000 % (c) At any time and from time to time prior to July 15, 2024, the Company may, at its option, redeem all or a portion of the Notes at a redemption price equal to 100% Unless of the Issuers default principal amount thereof plus the Applicable Premium with respect to the Notes plus accrued and unpaid interest, if any, thereon to the redemption date. Notice of redemption need not set forth the Applicable Premium but only the manner of calculation of the redemption price. The Indenture provides that, with respect to any such redemption, the Company will notify the Trustee of the Applicable Premium with respect to the Notes promptly after the calculation and that the Trustee will not be responsible for such calculation. (d) Notice of any redemption or purchase of the notes (including upon an Equity Offering or debt incurrence or in connection with a transaction (or series of related transactions) that constitute a Change of Control Triggering Event) may, at the Company’s discretion, be given prior to the completion of such transaction and may be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering, debt incurrence or Change of Control Triggering Event. In addition, if such redemption or purchase is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Company’s discretion, the redemption or purchase date may be delayed until such time as any or all such conditions shall be satisfied, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption or purchase date, or by the redemption or purchase date so delayed. In addition, the Company may provide in such notice that payment of the redemption price, interest will cease or purchase price and performance of the Company’s obligations with respect to accrue on the Notes such redemption or portions thereof called for redemption on the applicable redemption datepurchase may be performed by another Person. (fe) Any The Company shall not be required to make mandatory redemption pursuant to this Section 3.07 shall be made pursuant or sinking fund payments with respect to the provisions of Sections 3.01 through 3.06 hereofNotes.

Optional Redemption. (a) At any time prior to June February 15, 20142024, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 108.625103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date redemption date, with an amount equal to the net cash proceeds of redemption (one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 6550% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company, its Subsidiaries and Eldorado’s subsidiariesparent entities) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offeringequity offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June February 15, 20152026, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionthe applicable redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June February 15, 20152026. (ed) On or after June February 15, 20152026, the Issuers Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve12-month period beginning on June February 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : 2026 101.875 % 2016 102.156 2027 101.250 % 2017 2028 100.625 % 2029 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.% (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (f) The provisions of this Article 3 do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise. (g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Notes, if Holders of not less than 90.0% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the extent not included in the tender offer payment (or payment pursuant to another offer to purchase), accrued and unpaid interest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the contrary).

Optional Redemption. (a) At any time prior to June On and after July 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, 2020 the Issuers may redeem up all or, from time to $18.0 million in principal amount of the Notes in each such twelve-month periodtime, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 10 nor more than 60 days’ notice, at the following redemption prices (expressed as percentages a percentage of the principal amount) set forth below, plus accrued and unpaid interestinterest to, if any on the Notes redeemedbut not including, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of the Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 ), if redeemed during the twelve-month period beginning on July 15 of the years indicated below: 2020 103.875 % 2016 102.156 2021 102.583 % 2017 2022 101.292 % 2023 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions the portion thereof called for redemption on the applicable redemption date. Any such redemption and notice may, in the Issuers’ discretion, be subject to the satisfaction of one or more conditions precedent. (fb) Prior to July 15, 2018, the Issuers may on any one or more occasions redeem up to 40% of the original principal amount of the Notes (including, in each case, the principal amount of any Additional Notes denominated in such currencies), upon not less than 10 nor more than 60 days’ notice, with funds in an aggregate amount (the “Redemption Amount”) not exceeding the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 107.750% of the principal amount of the Notes, plus accrued and unpaid interest to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided that: (1) at least 60% of the original principal amount of the Notes (including the principal amount of any Additional Notes) remains outstanding after each such redemption; and (2) the redemption occurs within 180 days after the closing of such Equity Offering. Any redemption notice given in respect of the redemption of the Notes (including upon an Equity Offering or in connection with a transaction (or series of related transactions) or an event that constitutes a Change of Control) may, at the Issuers’ discretion, be subject to the satisfaction of one or more conditions precedent, including, but not limited to, the completion or occurrence of such transaction or event, as the case may be. In addition, if such redemption or purchase is subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions shall be satisfied or waived, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the redemption date, or by the redemption date as so delayed, or such notice may be rescinded at any time in the Issuers’ discretion if in the good faith judgment of the Issuers any or all of such conditions will not be satisfied. In addition, the Issuers may provide in such notice that payment of the redemption price and performance of the Issuers’ obligations with respect to such redemption may be performed by another Person. In no event shall the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of the Notes eligible under this Indenture to be redeemed. (c) Prior to July 15, 2020, the Issuers may redeem all or, from time to time, a part of the Notes upon not less than 10 nor more than 60 days’ notice at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium and accrued and unpaid interest to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). Any such redemption and notice may, at the Issuers’ discretion, be subject to the satisfaction of one or more conditions precedent. (d) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through Section 3.06 hereof. (e) If any Notes are listed on an exchange, and the rules of the exchange so require, the Issuers will notify the exchange of any such redemption and the principal amount of any Notes outstanding following any partial redemption of such Notes. In no event will the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of Notes eligible under this Indenture to be redeemed.

Optional Redemption. (a) At any time prior to June 15September 1, 20142027, the Issuers Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes (calculated after giving effect to the issuance of any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 108.625107.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption (subject to the rights right of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date) with ), in an amount equal to the net amount of cash proceeds of an any Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOffering; provided that: (1) at least 65the lesser of (a) 50% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding including any Additional Notes) then outstanding or (b) $325.0 million aggregate principal amount of the Notes held by Eldorado and Eldorado’s subsidiaries(including any Additional Notes) remains outstanding immediately after the occurrence of each such redemptionredemption (except to the extent otherwise repurchased or redeemed in accordance with the terms of the Indenture); and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15September 1, 20152027, the Issuers, at their option, Issuer may on any one or more occasions redeem all or a part portion of the Notes, upon not less than 30 nor more than 60 days’ prior notice, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as ofof the date of the redemption notice, and accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. (c) At any time, in connection with any offer to purchase the Notes (including pursuant to a Change of Control Offer, Alternate Offer or Asset Sale Offer), if Holders of at least 90% in aggregate principal amount of the Notes outstanding tender such Notes in such offer, the Issuer or such other Person, upon notice given not more than 60 days following such purchase pursuant to such offer, may redeem all of the remaining Notes at a price in cash equal to the price offered to each Holder in such prior offer, plus, to the extent not included in the prior offer payment, accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the date of redemption, subject to the rights of Holders of Notes on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date. In determining whether the holders of at least 90% in aggregate principal amount of the outstanding Notes have validly tendered and not validly withdrawn Notes in an offer, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by an Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of such offer. (d) Prior to September 1, 2027, the Issuer may redeem during each calendar year commencing with the calendar year in which the Issue Date occurs up to 10% of the aggregate principal amount of the Notes, including any Additional Notes, at its option, from time to time at a redemption price equal to 103% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date). (de) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Issuer’s option prior to June 15September 1, 20152027. (ef) On or after June 15September 1, 20152027, the Issuers Issuer may on any one or more occasions redeem all or a part portion of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to (but not including) the applicable date of redemption, if redeemed during the twelve12-month period beginning on June 15 September 1 of the years indicated below (below, subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date: 2027 103.688 % 2028 101.844 % 2029 and thereafter 100.000 % (g) In connection with any redemption of Notes (including with net cash proceeds of an Equity Offering), any such redemption may, at the Issuer’s discretion, be performed by another Person and be subject to one or more conditions precedent. In addition, if such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuer’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be modified or rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the redemption date, or by the redemption date so delayed (which may exceed 60 days from the date of the redemption notice in such case). Such notice of redemption may be extended if such conditions precedent have not been met, by providing notice to the Holders of Notes. Notes called for redemption become due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % applicable redemption date (as such date may be extended or delayed). Unless the Issuers default Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption datedate (whether or not a Business Day). (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time and from time to time prior to June 15, 2014two years from the Issue Date, the Issuers Issuer may redeem all or a part of the 2024 Notes, upon not less than 15 days’ nor more than 60 days’ notice, at a Redemption Price equal to 100% of the aggregate principal amount of the 2024 Notes redeemed, plus the Applicable Premium and accrued and unpaid interest, if any, to but excluding the applicable date of redemption (subject to the rights of Holders on the relevant Record Date to receive interest due on the relevant Interest Payment Date). (b) At any time prior to two years from the Issue Date, the Issuer may, on one or more occasions occasions, redeem up to 35% of the aggregate principal amount of 2024 Notes issued under this IndentureIndenture (including any Additional 2024 Notes), upon not less than 30 15 days’ nor more than 60 days’ notice, at a redemption price equal to 108.625Redemption Price of 112.5% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest, if any, interest to the date of redemption (Redemption Date, subject to the rights of Holders of Notes on the relevant record date Record Date to receive interest on the relevant interest payment date) Interest Payment Date, with the net cash proceeds of an one or more Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentOfferings; provided that: (1i) 2024 Notes in an aggregate principal amount equal to at least 65% of the aggregate principal amount of 2024 Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiariesany Additional 2024 Notes) remains remain outstanding immediately after the occurrence of such redemptionredemption (excluding 2024 Notes held by the Issuer or its Affiliates); and (2ii) the redemption occurs within 45 90 days of the date of the closing of such Equity Offering. (bc) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 At any time and 2014from time to time after two years from the Issue Date, the Issuers Issuer may redeem up to $18.0 million in principal amount all or a part of the 2024 Notes in each such twelve-month period, upon not less than 30 15 days’ nor more than 60 days’ notice, at a redemption price equal to 103% the Redemption Prices (expressed as percentages of the principal amount of the Notes redeemed, amount) set forth below plus accrued and unpaid interest, if anyinterest on the 2024 Notes redeemed, to the date of redemption (subject to applicable Redemption Date, if redeemed during the rights of holders of Notes twelve- month period beginning on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part December 10 of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionyears indicated below, subject to the rights of Holders on the relevant record date Record Date to receive interest due on the relevant payment date.Interest Payment Date: Year Percentage 2022 106.25% 2023 and thereafter 100.00% (d) Except pursuant Unless otherwise specifically provided in this Section 3.7, the terms of Article 5 shall apply to the three preceding paragraphsredemption of any 2024 Notes and in the event of any inconsistency, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part terms of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereofprevail.

Optional Redemption. (a) At The Company shall have the option to redeem the Notes, in whole or in part, in cash from time to time, upon not less than 30 days' nor more than 60 days' notice, prior to March 1, 2007 at a redemption price equal to the greater of (i) 104.875% of the principal amount of the Notes so redeemed, plus accrued and unpaid interest (and Liquidated Damages, if any) and (ii) the Make-Whole Premium, plus to the extent not included in the Make-Whole Premium, accrued and unpaid interest (and Liquidated Damages, if any) to, but not including, the redemption date. (b) The Notes shall be redeemable for cash at the option of the Company, in whole or in part, at any time on or after March 1, 2007, upon not less than 30 days nor more than 60 days prior notice mailed by first class mail to each Holder at its last registered address, at the following redemption prices (expressed as percentages of the principal amount) if redeemed during the 12-month period commencing March 1 of the years indicated below, in each case (subject to the right of Holders of record on a Record Date to receive the corresponding interest due (and the corresponding Liquidated Damages, if any) on the corresponding Interest Payment Date that is on or prior to June 15such redemption date) together with accrued and unpaid interest (and Liquidated Damages, 2014if any), thereon to the Issuers may date of redemption of the Notes (the "Redemption Date"): 2007 104.875 % 2008 103.250 % 2009 101.625 % 2010 and thereafter 100.000 % (c) Notwithstanding the provisions of clauses (a) and (b) of this Section 3.7, at any time or from time to time on any or prior to March 1, 2005, upon one or more occasions redeem public equity offerings of the Parent's Qualified Capital Stock, up to 35% of the aggregate principal amount of the Notes issued under pursuant to this IndentureIndenture (only as necessary to avoid any duplication, upon excluding any replacement Notes) may be redeemed at the Company's option within 90 days of such public equity offering, on not less than 30 nor days, but not more than 60 days’ notice, notice to each Holder of the Notes to be redeemed, with cash in an amount not in excess of the Net Cash Proceeds of such public equity offering, at a redemption price equal to 108.625109.750% of the principal amount of the Notes redeemedprincipal, plus together with accrued and unpaid interestinterest and Liquidated Damages, if any, to to, but not including, the date of Redemption Date; provided, however, that immediately following each such redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least not less than 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more but in no event less than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 100 million in aggregate principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal Notes) originally issued pursuant to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes this Indenture on the relevant record date Issue Date remain outstanding (only as necessary to receive interest on the relevant interest payment dateavoid any duplication, excluding any replacement Notes). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 3.6 hereof.

Optional Redemption. (a) At The Notes will be redeemable, at the Company’s option, in whole at any time or in part from time to time, on or after May 1, 2009 and prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notesmaturity, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first class mail to each Holder’s last address as it appears in the Note Register, at a redemption price equal to 100% the following Redemption Prices (expressed in percentages of the principal amount of the Notes redeemedamount), plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, the Redemption Date (subject to the rights right of Holders of record on the relevant record date Regular Record Date that is on or prior to the Redemption Date to receive interest due on an Interest Payment Date), if redeemed during the relevant payment date. (d) Except pursuant 12-month period commencing May 1 of the years set forth below: Year Redemption Price 2009 104.688 % 2010 102.344 % 2011 100.000 % In addition, at any time prior to the three preceding paragraphsMay 1, 2008, the Company may redeem up to 35% of the principal amount of the Notes will not be redeemable at with the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any Net Cash Proceeds of one or more occasions redeem all Equity Offerings by (1) the Company or a part (2) Grupo TFM to the extent the Net Cash Proceeds thereof are contributed to the Company or used to purchase Capital Stock (other than Disqualified Stock) of the Notes upon not less than 30 nor more than 60 days’ noticeCompany from the Company, at a Redemption Price equal to 109.375% of the redemption prices (expressed as percentages of principal amount) set forth belowamount thereof, plus accrued and unpaid interestinterest and liquidated damages thereon (as determined by the Company), if any on the Notes redeemedany, to the applicable date of Redemption Date; provided, however, that after giving effect to any such redemption, if redeemed during the twelve-month period beginning on June 15 : (1) at least 65% of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment original aggregate principal amount of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.remains outstanding; and (f2) Any any such redemption pursuant to this Section 3.07 shall must be made pursuant to within 60 days of such Equity Offering and must be made in accordance with the provisions of Sections 3.01 through 3.06 hereofthe Article Three. Upon completion of the Exchange Offer, the Company may also redeem any Notes which were not exchanged in the Exchange Offer in an amount up to 1% of the original aggregate principal amount of the Notes issued at a redemption price of 100% of their principal amount plus accrued and unpaid interest thereon, if any, to the Redemption Date.

Optional Redemption. (a) At The Notes will be redeemable, at the Company’s option, in whole at any time or in part from time to time, on or after February 1, 2014 and prior to June 15, 2014, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notesmaturity, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first class mail to each Holder’s last address as it appears in the Note Register, at a redemption price equal the following Redemption Prices (expressed in percentages of principal amount), plus accrued and unpaid interest, liquidated damages, if any, and any Additional Amounts (as defined in Section 4.20) to 100the Redemption Date (subject to the right of Holders of record on the relevant Regular Record Date that is on or prior to the Redemption Date to receive interest due on an Interest Payment Date), if redeemed during the 12-month period commencing February 1 of the years set forth below: Year Redemption Price 2014 104.000 % 2015 102.000 % 2016 100.000 % In addition, at any time prior to February 1, 2013, the Company may redeem up to 35.0% of the principal amount of the Notes redeemedwith the Net Cash Proceeds of one or more Equity Offerings by the Company or KCS, to the extent the Net Cash Proceeds thereof are contributed to the Company or used to purchase Capital Stock (other than Disqualified Stock) of the Company from the Company, at a Redemption Price equal to 108.000% of the principal amount thereof, plus the Applicable Premium as ofaccrued interest, and accrued and unpaid interestliquidated damages, if any, to date of redemption, subject and any Additional Amounts to the rights of Holders on the relevant record date Redemption Date; provided, however, that after giving effect to receive interest due on the relevant payment date.any such redemption: (d1) Except pursuant to at least 65.0% of the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part original aggregate principal amount of the Notes upon remains outstanding; and (2) any such redemption must be made within 60 days of such Equity Offering and must be made in accordance with the provisions of this Article Three. Upon completion of the Exchange Offer, the Company may also redeem any Notes which were not less than 30 nor more than 60 days’ notice, exchanged in the Exchange Offer in an amount up to 2.0% of the original aggregate principal amount of the Notes issued at the a redemption prices (expressed as percentages price of 100.0% of their principal amount) set forth below, amount plus accrued and unpaid interestinterest thereon, if any, and any on the Notes redeemed, Additional Amounts to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time Except as set forth in subparagraphs (b) and (c) of this Paragraph 5, the Issuer will not have the option to redeem the 2019 Notes prior to June 151, 2014. On or after June 1, 2014, the Issuers Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, at their option, may on one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the 2019 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest, if any interest on the 2019 Notes redeemedredeemed to, to but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June 15 1 of the years indicated below below, subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date: Year Percentage 2014 103.000 % 2015 101.500 % 2016 and thereafter 100.000 % Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the 2019 Notes or portions thereof called for redemption on the applicable redemption date. (b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to June 1, 2014, the Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of 2019 Notes issued under the Indenture (including any additional notes issued after the Issue Date) at a redemption price of 106.000% of the principal amount thereof, plus accrued and unpaid interest to, but not including the redemption date, with the net cash proceeds of one or more Equity Offerings; provided that (1) at least 65% in aggregate principal amount of the 2019 Notes issued under the Indenture (excluding Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption and (2) that such redemption occurs within 180 days of the date of the closing of such Equity Offering. (c) At any time prior to June 1, 2014, the Issuer may also redeem all or a part of the 2019 Notes, upon not less than 30 nor more than 60 days’ prior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of 2019 Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, to, but not including, the date of redemption, subject to the rights of Holders of 2019 Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemption. (a) At any time prior to June January 15, 2014, 2013 the Issuers Company may on any one or more occasions redeem up to 35% of the original aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 108.625of 112.25% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interestinterest and Special Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) Redemption Date, with the net cash proceeds of an one or more Equity Offering by Eldorado Offerings of the Company (or a contribution of Holdings or any Parent, to Eldoradothe extent such proceeds are contributed to the Company’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentcapital); provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company and Eldorado’s subsidiariesits Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 90 days of the date of the closing of such Equity OfferingOffering or contribution. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June January 15, 2015, 2013 the Issuers, at their option, Company may on one or more occasions also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior noticenotice mailed by first-class mail to each holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium as of, and accrued and unpaid interestinterest and Special Interest, if any, to date of redemptionthe Redemption Date, subject to the rights of Holders holders of Notes on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June January 15, 20152013. (ed) On or after June January 15, 2015, 2013 the Issuers Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interestinterest and Special Interest, if any any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on June January 15 of the years indicated below (below, subject to the rights of Holders holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : 2013 106.125 % 2016 102.156 % 2017 2014 and thereafter 100.000 % % (e) Unless the Issuers default Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 5.7 shall be made pursuant to the provisions of Sections 3.01 5.1 through 3.06 5.6 hereof.

Optional Redemption. (a) At any time prior to June October 15, 20142024, the Issuers Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 108.625103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date redemption date, with an amount equal to the net cash proceeds of redemption (one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 6550% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado the Company, its Subsidiaries and Eldorado’s subsidiariesparent entities) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 180 days of the date of the closing of such Equity Offeringequity offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June January 15, 20152027, the Issuers, at their option, Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemptionthe applicable redemption date, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (dc) Except pursuant to the three preceding paragraphs, the Notes will not be redeemable at the Issuers’ Company’s option prior to June January 15, 20152027. (ed) On or after June January 15, 20152027, the Issuers Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve12-month period beginning on June January 15 of the years indicated below (below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 : Year Percentage 2027 101.875 % 2016 102.156 2028 101.250 % 2017 2029 100.625 % 2030 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.% (fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. (f) The provisions of this Article 3 do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise. (g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Notes, if Holders of not less than 90.0% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the extent not included in the tender offer payment (or payment pursuant to another offer to purchase), accrued and unpaid interest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the contrary).

Optional Redemption. (a) At any time Except as set forth in the following two paragraphs, the Securities shall not be redeemable at the option of the Issuers prior to June September 15, 20142019. Thereafter, the Issuers may on any one or more occasions redeem up to 35% Securities shall be redeemable at the option of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that: (1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 45 days of the date of the closing of such Equity Offering. (b) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date). (c) At any time prior to June 15, 2015, the Issuers, in whole at their option, may on one any time or more occasions redeem all or a in part of the Notesfrom time to time, upon not less than 30 nor more than 60 days’ prior noticenotice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest to the redemption date (subject to the right of the Holders of record on the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the 12-month period commencing on September 15 of the years set forth below: 2019 104.313 % 2020 102.875 % 2021 101.438 % 2022 and thereafter 100.000 % In addition, at any time prior to September 15, 2019, the Issuers may redeem the Securities at their option, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ prior notice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at a redemption price equal to 100% of the principal amount of the Notes redeemed, Securities redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant payment date. (d) Except pursuant to the three preceding paragraphsto, the Notes will not be redeemable at the Issuers’ option prior to June 15, 2015. (e) On or after June 15, 2015, the Issuers may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the applicable redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 of the years indicated below (subject to the rights right of the Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date): 2015 104.313 % 2016 102.156 % 2017 ). Notwithstanding the foregoing, at any time and thereafter 100.000 % Unless from time to time on or prior to September 15, 2019, the Issuers default may redeem in the payment aggregate up to 40% of the original aggregate principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) with the net cash proceeds of one or more Equity Offerings (1) by the Company or (2) by any direct or indirect parent of the Company, in each case, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Company or used to purchase Capital Stock (other than Disqualified Stock) of the Company from it, at a redemption priceprice (expressed as a percentage of principal amount thereof) equal to 105.750% plus accrued and unpaid interest, interest will cease if any, to accrue the redemption date (subject to the right of Holders of record on the Notes or portions thereof called for redemption relevant record date to receive interest due on the applicable relevant interest payment date occurring on or prior to the redemption date. ); provided, however, that at least 50% of the original aggregate principal amount of the Securities (fcalculated after giving effect to any issuance of Additional Securities) Any must remain outstanding after each such redemption; and provided, further, that such redemption pursuant shall occur within 180 days after the date on which any such Equity Offering is consummated upon not less than 30 nor more than 60 days’ notice mailed to this Section 3.07 each Holder of Securities being redeemed or otherwise in accordance with the procedures of the Depository and otherwise in accordance with the procedures set forth in the Indenture. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice of redemption shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time as any or all such conditions shall be made pursuant satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the stated redemption date, or by the redemption date as so delayed. Notice of any redemption in respect of an Equity Offering may be given prior to the provisions of Sections 3.01 through 3.06 hereofcompletion thereof.

Optional Redemption. (a1) The Company may not redeem Preference Shares prior to October 1, 2024, except as provided in Sections 7(a)(2), 7(a)(3), 7(a)(4) and 7(a)(5). On October 1, 2024 and at any time thereafter, the Preference Shares shall be redeemable at the Company’s option, subject to compliance with Bermuda law, in whole or from time to time in part, upon notice given as provided in Section 7(c), at a cash redemption price equal to $25,000 per Preference Share, plus an amount equal to the portion of the quarterly dividend attributable to the then-current dividend period, if any, to, but excluding, the Redemption Date, without accumulation of any undeclared dividends. (2) At any time prior to June 15October 1, 20142024, if (i) the Company submits to the holders of its Ordinary Shares a proposal for an amalgamation or merger, or (ii) if the Company submits any proposal for any other matter that requires, as a result of any change in Bermuda law after August 6, 2019, for its validation or effectuation an affirmative vote of the holders of the Preference Shares at the time in issue, whether voting as a separate series or together with any other series or class of preference shares as a single class, the Issuers may on any one or more occasions Company shall have the option, subject to compliance with Bermuda law, upon notice given as provided in Section 7(c), to redeem up to 35% all of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, Preference Shares at a cash redemption price of $26,000 per Preference Share, plus an amount equal to 108.625% the portion of the principal amount of quarterly dividend attributable to the Notes redeemed, plus accrued and unpaid interestthen-current dividend period, if any, to to, but excluding, the date Redemption Date, without accumulation of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of an Equity Offering by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parentany undeclared dividends; provided that: that no such redemption shall occur prior to October 1, 2024 unless (1) at least 65% the Company has sufficient funds in order to meet the Enhanced Capital Requirement and the BMA approves of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption; and redemption or (2) the redemption occurs within 45 days of Company replaces the date of capital represented by Preference Shares to be redeemed with capital having equal or better capital treatment as the closing of such Equity Offering. Preference Shares under the Enhanced Capital Requirement (bthe conditions described in clauses (1) In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014(2), the Issuers may redeem up to $18.0 million in principal amount of the Notes in each such twelve-month period, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date“Redemption Requirements”). (c3) At any time prior to June 15October 1, 20152024, the Issuers, Preference Shares shall be redeemable at their the Company’s option, may on one subject to compliance with Bermuda law, in whole or more occasions redeem all or a part of the Notesfrom time to time in part, upon not less than 30 nor more than 60 days’ prior noticenotice given as provided in Section 7(c), at a cash redemption price equal to 100% $25,000 per Preference Share, plus an amount equal to the portion of the principal amount of quarterly dividend attributable to the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interestthen-current dividend period, if any, to, but excluding, the Redemption Date, without accumulation of any undeclared dividends, at any time within 90 days of the date on which the Company has reasonably determined that, as a result of (i) any amendment to, or change in, the laws or regulations of Bermuda that is enacted or becomes effective after the Issue Date; (ii) any proposed amendment to, or change in, those laws or regulations that is announced or becomes effective after the Issue Date; or (iii) any official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws or regulations that is announced after the Issue Date, a Capital Disqualification Redemption Event has occurred; provided that any such redemption in part may only be made if (x) the Company has reasonably determined that the portion of the Preference Shares to date be redeemed are the subject of the Capital Disqualification Redemption Event and (y) after giving effect to such redemption, subject the Company has reasonably determined that a Capital Disqualification Redemption Event will not exist with respect to the rights then-issued Preference Shares and such redemption will not result in the suspension or removal of Holders the Preference Shares from listing on the relevant record date New York Stock Exchange; provided further that no such redemption may occur prior to receive interest due on October 1, 2024 unless one of the relevant payment dateRedemption Requirements is satisfied. (d4) Except pursuant At any time prior to the three preceding paragraphsOctober 1, 2024, the Notes will not Preference Shares shall be redeemable at the Issuers’ option Company’s option, subject to compliance with Bermuda law, in whole or from time to time in part, upon notice given as provided in Section 7(c), at a cash redemption price equal to $25,000 per Preference Share, plus an amount equal to the portion of the quarterly dividend attributable to the then-current dividend period, if any, to, but excluding, the Redemption Date, without accumulation of any undeclared dividends, at any time following the occurrence of a Tax Event; provided that no such redemption may occur prior to June 15October 1, 20152024 unless one of the Redemption Requirements is satisfied. (e5) On or after June 15At any time prior to October 1, 20152024, the Issuers may on any one or more occasions redeem all or Preference Shares shall be redeemable at the Company’s option, subject to compliance with Bermuda law, in whole, upon notice given as provided in Section 7(c), at a part cash redemption price of $25,500 per Preference Share, plus an amount equal to the portion of the Notes upon not less than 30 nor more than 60 days’ notice, at quarterly dividend attributable to the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interestthen-current dividend period, if any, to, but excluding, the Redemption Date, without accumulation of any on undeclared dividends, within 90 days after the Notes redeemedoccurrence of a Rating Agency Event; provided that no such redemption may occur prior to October 1, to the applicable date of redemption, if redeemed during the twelve-month period beginning on June 15 2024 unless one of the years indicated below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date): 2015 104.313 % 2016 102.156 % 2017 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Requirements is satisfied. (f6) Any redemption Unless dividends on all issued Preference Shares and all Parity Stock shall have been declared and paid (or declared and a sum sufficient for the payment thereof set apart for payment) for the latest completed Dividend Period on all issued Preference Shares and the latest completed dividend period on all issued Parity Stock, no Preference Shares or any Parity Stock shall be redeemed, purchased or otherwise acquired by the Company unless all issued Preference Shares and any Parity Stock are redeemed (or purchased or otherwise acquired); provided, that the Company may acquire fewer than all of the issued Preference Shares or Parity Stock pursuant to this Section 3.07 a written purchase or exchange offer made to all holders of issued Preference Shares and Parity Stock upon such terms as the Board of Directors in its sole discretion, after consideration of the respective annual dividend rate and other relative rights and preferences of the respective classes or series, shall determine (which determination shall be made pursuant to final and conclusive) will result in fair and equitable treatment among the provisions of Sections 3.01 through 3.06 hereofrespective classes or series.