Common use of Replacement Notes Clause in Contracts

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Holder of a Note claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s 's requirements are met. If required by the Trustee or the Company, such Holder must provide an indemnity bond must be supplied by the Holder that is or other indemnity, sufficient in the judgment of both the Trustee Company and the Company Trustee, to protect the Company, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. The Company may charge such Holder for its reasonable, out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.7 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will such new Note shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.7 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Company, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesNote.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Company Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Issuer shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue shall authenticate and the Trustee, upon receipt of an Authentication Order, will authenticate deliver a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met and the Holder satisfies any other reasonable requirements of the Trustee’s requirements are met. If required by the Trustee or the Company, Such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Issuer and the Company Trustee to protect the CompanyIssuer, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. The Company Issuer and the Trustee may charge such Holder for its reasonable out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under pursuant to this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of counsel and of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, destroyed or stolen wrongfully taken Note will shall constitute an original additional contractual obligation of the CompanyIssuer, whether or not the mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. In case any such mutilated, destroyed, lost or wrongfully taken Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Registrar in Luxembourg, or the Trustee or the Registrar in Luxembourg receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Registrar in Luxembourg, as applicable, and the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee or the Registrar in Luxembourg, as applicable, and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new replacement Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses bona fide purchaser of the Trustee) connected therewith. Every new original Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of which such replacement Note was issued presents for payment or registration such original Note, the Trustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any destroyedPerson taking therefrom, lostexcept a bona fide purchaser, and shall be entitled to recover upon the security or stolen indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.09, every replacement Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company Issuer and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company Issuer will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Issuer in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company Issuer may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the CompanyIssuer, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Certificated Note is surrendered to the Registrar or the Trustee, if a mutilated Global Note is surrendered to the Company or the Trustee or if the Company and the Trustee receives receive evidence to its their satisfaction that any Note has been lost, destroyed or stolen, the Company shall issue and the Trustee shall authenticate a replacement Note in such form as the Notes mutilated, lost, destroyed or wrongfully taken if (i) in the case of a lost, destroyed or stolen Note, the Holder of such Note furnishes to the Company, the Trustee and, in the case of a Certificated Note, the Registrar, evidence reasonably acceptable to them of the ownership and the destruction, loss or theft of any Note, the Company will issue such Note and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, (ii) an indemnity bond must shall be supplied posted by the Holder that is requesting replacement, sufficient in the judgment of the Trustee and the Company each to protect the Company, the TrusteeRegistrar (in the case of a Certificated Note ), the Trustee or any Agent and any authenticating agent from any loss that any of them may suffer if a such Note is replaced. Prior to the issuance of any such replacement Note, the Trustee shall notify the Company of any request therefor. The Company may charge such Holder for its the Company's out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Trustee may charge the Holder for the Trustee's expenses in its sole discretion may, instead of issuing a new Note, pay replacing such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately proportionally with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawfulpermitted by applicable law) all other rights and remedies against the Company and the Trustee with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen Notes.

Replacement Notes. (a) If any a mutilated Note is surrendered to the Trustee Registrar or the Company if a Holder claims that its Note has been lost, destroyed or wrongfully taken and the Trustee Registrar receives evidence to its satisfaction of the destructionownership and loss, loss destruction or theft of any such Note, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s reasonable requirements are otherwise met. If required by the Trustee or the Company, an An indemnity bond must be supplied provided by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge the Holder for its the expenses of the Company (including reasonable fees and expenses of counsel) and the Trustee in replacing a Note. In Every replacement Note is a contractual obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of counsel and the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. . (b) The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any mutilated Note of a series is surrendered to the Trustee Registrar or the Company Issuer and the Trustee Registrar receives evidence to its satisfaction of the destruction, loss or theft of any NoteNote of a series, the Company will Issuer shall issue and the TrusteeAuthenticating Agent, upon receipt of an Authentication Order, will shall authenticate a replacement Note of such series if the TrusteeRegistrar’s requirements are met. If required by the Trustee Registrar or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Registrar and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Issuer, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note, upon satisfaction of the conditions set forth in the preceding paragraph. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute series is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuer and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes of such series duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of a mutilated, destroyed, lost, lost or stolen NotesNote.

Replacement Notes. If (a) In the event that any mutilated Note shall become mutilated, destroyed, lost or stolen, the Issuer will execute and, upon the request of the Issuer, the Trustee will authenticate and deliver a replacement Note of like tenor (including the same date of issuance) and equal principal amount, registered in the same manner, and bearing interest from the date to which interest has been paid on such Note, in exchange and substitution for such Note (upon surrender and cancellation thereof) or in lieu of and substitution for such Note. In the event that such Note is surrendered to destroyed, lost or stolen, the Trustee or applicant for a replacement Note shall furnish the Company Issuer and the Trustee receives such security or indemnity as may be required by the Issuer or the Trustee, as the case may be, to hold it harmless, and, in every case of destruction, loss or theft of such Note, the applicant shall also furnish the Issuer and the Trustee satisfactory evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue such Note and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Noteownership thereof. Upon the issuance of any new Note under this Section 2.07replacement Note, the Company Issuer may require the payment by the registered Holder thereof of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other fees and expenses (including the fees and expenses of the Trustee) connected therewith. . (b) Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not Issuer and the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. Guarantors. (c) The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or the Company Trustee, or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Issuer shall issue and, upon receipt of a written order of the Issuer in the form of an Officers’ Certificate in accordance with Section 2.01, the Trustee shall authenticate a replacement Note (and the Guarantors shall execute the Guarantees thereon) if the Holder of such Note furnishes to the Issuer and the Trustee receives evidence reasonably acceptable to its satisfaction them of the ownership and the destruction, loss or theft of any Note, the Company will issue such Note and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the New York Uniform Commercial Code as in effect on the date of this Indenture are met. If required by the Trustee or the CompanyIssuer, an indemnity bond must shall be supplied by the Holder that is posted, sufficient in the judgment of the Trustee and the Company all to protect the CompanyIssuer, the Guarantors, the Trustee, any the Registrar, the Transfer Agent and any authenticating agent Paying Agent from any loss that any of them may suffer if a such Note is replaced. The Company Issuer may charge such Holder for its the Issuer’s reasonable out-of-pocket expenses in replacing a Note. In case any such mutilatedNote and the Trustee may charge the Issuer for the Trustee’s out-of-pocket expenses (including, destroyedwithout limitation, lost, or stolen Note has become due attorneys’ fees and payable, the Company disbursements) in its sole discretion may, instead of issuing a new Note, pay replacing such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of shall constitute a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen NotesIssuer.

Replacement Notes. If any mutilated Note is surrendered to ----------------- the Trustee, the Company shall execute and upon its written request the Trustee or shall authenticate and deliver, in exchange for any such mutilated Note, a new Note containing identical provisions and of like principal amount, bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by them to save either of them and any agent of each of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by its request the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or the Companystolen Note, an indemnity bond must be supplied by the Holder that is sufficient in the judgment a new Note containing identical provisions and of the Trustee and the Company to protect the Companylike principal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.072.09, the Company may require the payment by the Holder of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.09 in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.09 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Trustee such Note if the Trustee’s requirements are met. If or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of Company shall execute and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Trustee, the Registrar, or the Company Issuers and the Trustee receives evidence to its satisfaction of the ownership and destruction, loss loss, or theft of any Note, the Company will Issuers shall issue and the Trusteeand, upon receipt of an Authentication OrderOrder and satisfaction of any other requirement of the Trustee, will the Trustee or its Authenticating Agent shall authenticate a replacement Note if the Trustee’s requirements are metNote. If required by the Trustee or the CompanyIssuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuers to protect the CompanyIssuers, the Trustee, any Agent Agent, and any authenticating agent Authenticating Agent from any loss that any of them may suffer if a Note is replaced. The Company Issuers and the Trustee may charge the Holder for its their expenses in replacing a Note. In Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, or stolen Note has become or is about to become due and payable, the Company Issuers in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of is a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuers and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are shall be exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company or the Company Trustee, and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses (including any charge that may be imposed in connection therewith and the fees and expenses of the Trustee) in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Company, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon , upon satisfaction of the issuance of any new Note under conditions set forth in this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, Company and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesNote.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity or a security bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that which any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Every replacement Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately proportionally with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. (a) If any mutilated Note is surrendered to a Paying Agent, the Registrar or the Trustee or the Company Issuer and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company Issuer will issue and the TrusteeAuthenticating Agent, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s and/or the Authenticating Agent’s requirements are met. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent Authenticating Agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer and the Trustee may charge for its their expenses in replacing a Note, including reasonable fees and expenses of counsel. In case the event any such mutilated, destroyed, lost, destroyed or stolen Note has become or is about to become due and payable, the Company Issuer in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses replacement thereof. (including the fees and expenses of the Trusteeb) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen Notes. (c) Every replacement Note issued pursuant to this Section 2.08 is an additional obligation of the Issuer and will be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and Company, the Trustee receives and, if applicable, the Authenticating Agent receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company, the Trustee and, if applicable, the Authenticating Agent such Note or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company, the Trustee or, if applicable, the Authenticating Agent that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by its written request the Trustee or the CompanyAuthenticating Agent shall authenticate and deliver, an indemnity bond must be supplied by the Holder that is sufficient in the judgment exchange for any such mutilated Note or in lieu of the Trustee any such destroyed, lost or stolen Note, a new Note of like tenor and the Company to protect the Companyprincipal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.072.08, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee and any Authenticating Agent) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.08 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company, a Registrar or the Company Trustee, or the Company, a Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent applicable Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as will be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.072.7, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.7 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.7 are (to the extent lawful) exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Registrar in Luxembourg, or the Trustee or the Registrar in Luxembourg receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Registrar in Luxembourg, as applicable, and the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee or the Registrar in Luxembourg, as applicable, and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a bona fide purchaser of the Original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such Original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Notebona fide purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Issuer or the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will Issuer shall issue and the TrusteeTrustee (or the Authentication Agent), upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent Authentication Agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Notebona fide purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Issuer, the Trustee, any Agent and any Authentication Agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuer and shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee, together with such security or indemnity as may be required by the Company or the Trustee or to save each of them harmless, the Company shall execute and the Trustee shall authenticate and deliver a replacement Note of the same principal amount and Stated Maturity, if the Trustee’s requirements are met. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the TrusteeTrustee shall authenticate and deliver in lieu of any such destroyed, upon receipt of an Authentication Orderlost or stolen Note, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee same principal amount and the Company to protect the Company, the Trustee, any Agent Stated Maturity containing identical terms and any authenticating agent from any loss that any of them may suffer if provisions and bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt of an Authentication a Company Order, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In Every replacement Note is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are shall be exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Trustee, the Registrar, or the Company Issuer and the Trustee receives evidence to its satisfaction of the ownership and destruction, loss loss, or theft of any Note, the Company will Issuer shall issue and the Trusteeand, upon receipt of an Authentication OrderOrder and satisfaction of any other requirement of the Trustee, will the Trustee or its Authenticating Agent shall authenticate a replacement Note if the Trustee’s requirements are metNote. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent Agent, and any authenticating agent Authenticating Agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer and the Trustee may charge the Holder for its their expenses in replacing a Note. In Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, or stolen Note has become or is about to become due and payable, the Company Issuer in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of is a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuer and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are shall be exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s 's requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Company, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company, a Registrar or the Company and Trustee, or the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent applicable Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as will be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case the principal amount of any such mutilated, destroyed, lost, lost or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay all amounts due on such Note. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee, the Company shall execute and, upon the Company’s written request, the Trustee shall authenticate and deliver a new definitive Note, of like series, tenor and aggregate principal amount and equal face amount of principal, registered in the same manner, dated the date of its authentication and bearing interest from the date to which interest has been paid on such Note, in exchange and substitution for such Note (upon surrender and cancellation thereof); provided, that the applicant for such new Note shall furnish to the Company and to the Trustee such reasonable bond or indemnity as may be required by them to save each of them harmless. If there shall be delivered to the Company and the Trustee receives (a) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (b) such bond or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue and the Trusteeshall execute and, upon receipt of an Authentication Orderthe Company’s request, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Companyshall authenticate and deliver a new definitive Note, an indemnity bond must be supplied by the Holder that is sufficient of like tenor and aggregate principal amount and equal face amount of principal registered in the judgment same manner, dated the date of its authentication and bearing interest from the Trustee and the Company date to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any which interest has been paid on such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay in lieu of and substitution for such Note. Upon the issuance of any new Note under this Section 2.072.04, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.04 in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.04 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. (a) If any a mutilated Note is surrendered to the Trustee Registrar or the Company if a Holder claims that its Note has been lost, destroyed or wrongfully taken and the Trustee Registrar receives evidence to its satisfaction of the destructionownership and loss, loss destruction or theft of any such Note, the Company will shall issue and the Trustee, upon receipt of an Authentication OrderOrder in accordance with Section 2.02 hereof, will shall authenticate a replacement Note if the Trustee’s reasonable requirements are otherwise met. If required by the Trustee or the Company, an An indemnity and surety bond must be supplied provided by the Holder that is sufficient in the judgment of satisfactory to the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge the Holder for its the expenses of the Company (including reasonable fees and expenses of counsel) and the Trustee in replacing a Note. In Every replacement Note issued in accordance with this Section 2.07 is a contractual obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of counsel and the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trusteeand, upon receipt of an Authentication a Company Order, will the Trustee shall authenticate a replacement Note if of the Trustee’s requirements are metsame Series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder of such Note shall provide indemnity that is sufficient sufficient, in the judgment of the Trustee and or the Company Company, to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replacedin connection with such replacement. The If required by the Company, such Holder shall reimburse the Company may charge for its reasonable expenses in replacing a Noteconnection with such replacement. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay pay, or authorize the payment of (without surrender thereof except in the case of a mutilated Note), such Note. Upon the issuance of any new Note under this Section 2.072.08, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee and any agent of the Company or the Trustee) connected therewith. Every new replacement Note of any Series issued pursuant to in accordance with this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual 2.08 shall be the valid obligation of the Company, whether or not evidencing the mutilated, same debt as the destroyed, lost, lost or stolen Note shall be at any time enforceable by anyoneNote, and will shall be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes of that Series duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesNote.

Replacement Notes. If any (a)(i) a mutilated Note is surrendered to the Trustee Registrar or (ii) the Holder of a Note claims that such Note has been lost, destroyed or stolen and provides the Company and the Trustee receives with (A) evidence of such loss, theft or destruction that is reasonably satisfactory to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and (B) any amount or kind of security or indemnity that either of the Company or the Trustee reasonably request to protect the Company, the Trustee, any Agent and any authenticating agent itself from any loss that any of them it may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any upon replacement of such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay and, in either case, (b) such Note. Upon Holder satisfies any other reasonable requirements of the issuance of any new Note under this Section 2.07Trustee, the Company may require including the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto connection with the replacement of such Note, then, unless the Company or the Trustee receives notice that such Note has been acquired by a bona fide purchaser, the Company will, in accordance with Section 2.05 hereof, promptly execute and any other expenses (including the fees and expenses of deliver to the Trustee) connected therewith, and the Trustee, upon receipt of a Company Order, in accordance with Section 2.05 hereof, and the documents required by Sections 12.03 and 12.04 hereof, will promptly authenticate and deliver, in the name of such Holder, a replacement Note having the same aggregate principal amount as the Note that was mutilated or claimed to be lost, destroyed or stolen, bearing any restrictive legends required by Section 2.02 or 2.10 hereof and with a certificate number not contemporaneously outstanding. Every new Note issued pursuant to this Section 2.07 2.11 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note Note, will constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, regardless of whether or not the mutilated, destroyed, lost, lost or stolen Note shall will be at any time enforceable by anyone, and will be entitled to all the benefits of (and will be subject to all the limitations set forth in) this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Holder of a Note claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Note has been lost, destroyed or stolen, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s 's requirements are met. If required by the Trustee or the Company, Such Holder must provide an indemnity bond must be supplied by the Holder that is or other indemnity, sufficient in the judgment of both the Trustee Company and the Company Trustee, to protect the Company, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. The Company may charge such Holder for its reasonable, out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion discretion, but subject to any conversion rights, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.7 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will such new Note shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.7 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt of an Authentication Order or in accordance with a previously delivered Authentication Order, will shall authenticate a replacement Note if the Company’s and the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent Authenticating Agent from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge for its their expenses in replacing a Note. Every replacement Note issued in accordance with this Section 2.07 is an additional obligation of the Company and any other obligor upon the Notes and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. The Company and the Trustee may charge the Holder for their expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderreplacement thereof. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met. If , including that the Holder (i) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (ii) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code, (iii) if required by the Trustee or the Company, furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Notereplaced and (iv) satisfies any other reasonable requirements of the Trustee. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such NoteNote in replacement thereof. Upon the issuance of any new Note under this Section 2.072.09, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.09 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the holder (a) satisfies the Company and the Trustee within a reasonable time after such holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company and the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Company and the Trustee. If required by the Trustee or the Company, such holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss or liability that any of them may suffer if a Note is replacedreplaced and subsequently presented or claimed for payment. The Company and the Trustee may charge the holder for its expenses in replacing a Note (including without limitation, attorneys’ fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Registrar or the Trustee, or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee or shall authenticate a replacement Note if (a) the Holder of such Note furnishes to the Company and the Trustee receives evidence reasonably acceptable to its satisfaction them of the ownership and the destruction, loss or theft of any Note, such Note and (b) the Company will issue and requirements of Section 8-405 of the Trustee, upon receipt New York Uniform Commercial Code (or applicable provision at the time of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements such replacement) are met. If required by the Trustee or the Company, an indemnity bond must shall be supplied by the Holder that is posted, sufficient in the judgment of the Trustee and the Company both to protect the Company, any Guarantors, the Trustee, Trustee or any Paying Agent and any authenticating agent from any loss that any of them may suffer if a such Note is replaced. The Company may charge such Holder for its the Company's reasonable out-of-pocket expenses in replacing such Note and the Trustee may charge the Company for the Trustee's expenses (including, without limitation, attorneys' fees and disbursements) in replacing such Note. Every replacement Note shall constitute a Notecontractual obligation of the Company. In case any such mutilated, destroyed, lost, lost or stolen Note has become, or will become within 30 days, due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) notifies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Company or the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not Company and the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderGuarantors. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. In case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing an new Note, pay such Note. The Company may charge for its expenses in replacing a Note. In case , including any such mutilated, destroyed, lost, taxes or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge charges that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewiththereto. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, Company and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude shall provide (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and Issuer, the Trustee receives and, if applicable, the Authenticating Agent receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and Issuer, the TrusteeTrustee and, upon receipt of an Authentication Orderif applicable, will authenticate a replacement the Authenticating Agent such Note if the Trustee’s requirements are met. If or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Issuer, the Trustee or, if applicable, the Authenticating Agent that such Note has been acquired by a bona fide purchaser, the Issuer shall execute and upon their written request the Trustee or the CompanyAuthenticating Agent shall authenticate and deliver, an indemnity bond must be supplied by the Holder that is sufficient in the judgment exchange for any such mutilated Note or in lieu of the Trustee any such destroyed, lost or stolen Note, a new Note of like tenor and the Company to protect the Companyprincipal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company Issuer pursuant to Article 3 hereof, the Issuer in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.072.08, the Company Issuer may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee and any Authenticating Agent) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.08 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the CompanyIssuer, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Registrar in Luxembourg, or the Trustee or the Registrar in Luxembourg receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Registrar in Luxembourg, as applicable, and the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee or the Registrar in Luxembourg, as applicable, and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Notebona fide purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Trustee, or the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the TrusteeTrustee such security or indemnity as may be required by them to save each of them harmless, upon then, in the absence of notice to the Company or the Trustee (the receipt of an Authentication Order, will authenticate a replacement Note if written notice in the case of the Trustee’s requirements are met. If required ) that such Note has been acquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note or the Companyin lieu of any such destroyed, an indemnity bond must be supplied by the Holder that is sufficient in the judgment lost or stolen Note, a new Note of the Trustee like tenor and the Company to protect the Companyprincipal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notecertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Registrar or the Company if a Holder of a Note claims that any Note has been destroyed, lost or stolen and the Trustee Issuer receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will Issuer shall issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s and the Issuer’s requirements are met, including the requesting Holder satisfying the requirements of the Trustee and the Issuer within a reasonable time after such Holder has notice of such destruction, loss or theft, and the Registrar shall not register a transfer prior to receiving such notification. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer may charge for its expenses in replacing a Note (including attorneys’ fees and disbursements of replacing such Note). In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Issuer, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or Issuer (but shall not the mutilated, destroyed, lost, or stolen Note be an Incurrence of Debt) and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that such Note has been lost, destroyed or stolen and the Holder provides evidence of the loss, theft or destruction satisfactory to the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any NoteTrustee, the Company will issue shall issue, and the TrusteeTrustee shall authenticate, upon receipt of an Authentication Order, will authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met and the Holder satisfies any other reasonable requirements of the Trustee’s requirements are met. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, any Agent the Paying Agent, the Registrar and any authenticating agent co-registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note will Note, shall constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of (and shall be subject to all the limitations set forth in) this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or Trustee, the Company Issuer shall execute, and the Trustee receives shall authenticate and deliver in exchange therefor, a new Note of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Issuer and the Trustee (i) evidence to its their satisfaction of the destruction, loss or theft of any Note and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Issuer or the Trustee that such Note has been acquired by a bona fide purchaser, the Issuer shall execute, and upon the Issuer’s request the Trustee shall authenticate and make available for delivery, in lieu of any such destroyed, lost or stolen Note, the Company will issue a new Note of like tenor and the Trustee, upon receipt of an Authentication Order, will authenticate principal amount and bearing a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company Issuer, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company Issuer may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional is a contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuer and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Company Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Issuers shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a "protected purchaser") and (c) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any a Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note (including without limitation, attorneys' fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company Issuers in its sole their discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderIssuers. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Company Holder presents evidence to the satisfaction of the Issuers and the Trustee receives evidence to its satisfaction of that the destructionNote has been lost, loss destroyed or theft of any Notewrongfully taken, the Company will Issuers shall issue and the Trustee, upon receipt of an Authentication Order, will Trustee shall authenticate a replacement Note if the Trustee’s requirements are metNote. If An indemnity bond may be required by the Trustee Issuers or the Company, an indemnity bond must be supplied by the Holder Trustee that is sufficient in the judgment of the Trustee Issuers and the Company Trustee to protect the CompanyIssuers, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. The Company In every case of destruction, loss or theft, the applicant shall also furnish to the Issuers and to the Trustee evidence to their satisfaction of the destruction, loss or the theft of such Note and the ownership thereof. Each of the Issuers and the Trustee may charge for its expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become due and payable, the Company Issuers in its sole their discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderreplacement thereof. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes. Every replacement Note is an additional Obligation of the Issuers.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company Issuers and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue Issuers shall issue, and the Trustee, upon receipt of an Authentication Order, will authenticate shall authenticate, a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyIssuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuers to protect the CompanyIssuers, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Issuers may charge for its their expenses in replacing a Note, which amount may include any expenses of the Trustee. Any replacement Note authenticated and delivered pursuant to this Section 2.07 in lieu of a mutilated, lost, destroyed or stolen Note shall be deemed to evidence the same Debt as the mutilated, lost, destroyed or stolen Note and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Issuers, in its sole discretion their discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 conditions set forth in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderpreceding paragraph. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that such Note has been lost, destroyed or stolen and the Holder provides evidence of the loss, theft or destruction reasonably satisfactory to the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any NoteTrustee, the Company will issue shall issue, and the Trustee, Trustee upon receipt of an Authentication OrderCompany Order shall authenticate, will authenticate a replacement Note if the Trustee’s requirements are metNote. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is reasonably sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, any Agent the Paying Agent, the Registrar and any authenticating agent co-Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note will Note, shall constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of (and shall be subject to all the limitations set forth in) this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or Trustee, the Company Issuers shall execute, and the Trustee receives shall authenticate and deliver in exchange therefor, a new Note of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Issuers and the Trustee (i) evidence to its their satisfaction of the destruction, loss or theft of any Note and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Issuers or the Trustee that such Note has been acquired by a bona fide purchaser, the Issuers shall execute, and upon the Issuers’ request the Trustee shall authenticate and make available for delivery, in lieu of any such destroyed, lost or stolen Note, the Company will issue a new Note of like tenor and the Trustee, upon receipt of an Authentication Order, will authenticate principal amount and bearing a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company Issuers, in its sole discretion their discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company Issuers may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional is a contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuers and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesSecurities.

Replacement Notes. (a) If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (1) satisfies the Company within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (2) makes such request to the Company prior to the Note being acquired by a protected purchaser as defined in Section 8—303 of the Uniform Commercial Code (a “protected purchaser”) and (3) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Company and reasonably satisfactory to the Trustee and the Company to protect the Company, the Trustee, any a Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note (including attorneys’ fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses replacement thereof. (including the fees and expenses of the Trusteeb) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not Company and the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. Guarantors. (c) The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company, a Registrar or the Company Trustee, or the Company, a Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent applicable Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as will be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 or Section 4.10, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Company and Holder of a Note claims that the Trustee receives evidence to its satisfaction of the destructionNote has been lost, loss destroyed or theft of any Notewrongfully taken, the Company will shall issue and the Trustee, upon receipt of an Authentication a Company Order, will the Trustee shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity, security and/or indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, any Agent the Paying Agent, the Registrar and any authenticating agent co-registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder a sum sufficient for its their expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation Obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that such Note has been lost, destroyed or stolen and such Holder provides evidence of the loss, theft or destruction satisfactory to the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any NoteTrustee, the Company will issue shall issue, and the TrusteeTrustee shall authenticate and deliver, upon receipt of an Authentication Order, will authenticate a replacement Note if the requirements of Section 8-405 of the Uniform Commercial Code are met and such Holder satisfies any other reasonable requirements of the Trustee’s requirements are met. If required by the Trustee or the Company, Such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, any Agent the Paying Agent, the Registrar and any authenticating agent co-Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note will Note, shall constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If (a) any mutilated Note is ----------------- surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Trustee such Note if the Trustee’s requirements are met. If or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of Company shall execute and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue shall issue, and the Trustee, upon receipt of an Authentication Order, will authenticate shall authenticate, a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. Any replacement Note authenticated and delivered pursuant to this Section in lieu of a mutilated, lost, destroyed or stolen Note shall be deemed to evidence the same Debt as the mutilated, lost, destroyed or stolen Note and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Company, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 conditions set forth in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderpreceding paragraph. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is ----------------- surrendered to the Trustee, the Company shall execute and upon its written request the Trustee or shall authenticate and make available for delivery, in exchange for any such mutilated Note, a new Note containing identical provisions and of like principal amount, bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by either of them to save either of them and any agent of each of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by its request the Trustee shall authenticate and make available for delivery, in lieu of any such destroyed, lost or the Companystolen Note, an indemnity bond must be supplied by the Holder that is sufficient in the judgment a new Note containing identical provisions and of the Trustee and the Company to protect the Companylike principal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment by the Holder of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Company, or the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note (accompanied by a notation of the Subsidiary Guarantees duly endorsed by the Guarantors) if the Trustee’s requirements are met. If required by the Trustee or and the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a protected purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Noteprotected purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company, a Registrar or the Company Trustee, or the Company, a Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent applicable Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as will be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notereplacement Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3, the Company in its sole discretion may, instead of issuing a new replacement Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note replacement Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. (a) If any mutilated Note is surrendered to the Trustee Company, or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement such Note if the Trustee’s requirements are met. If or indemnity as may be required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company it to protect the Company, the Trustee, any Agent and any authenticating agent save it harmless from any loss that any of them it may suffer if a the Note is replaced. The , then, in the absence of notice to the Company may charge that such Note has been acquired by a bona fide purchaser, the Company shall execute and deliver, in exchange for its expenses any such mutilated Note or in replacing lieu of any such destroyed, lost or stolen Note, a Note. new Note of like tenor and principal amount. (b) In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be redeemed or repurchased by the Company pursuant to Article 3, the Company, in its sole discretion discretion, may, instead of issuing a new Note, pay or redeem such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.072.04, the Company may require the payment by the Holder of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith. (including the fees and expenses of the Trusteec) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.04 in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture Agreement equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Certificated Note is surrendered to the Registrar or the Trustee, if a mutilated Global Note is surrendered to the Company or the Trustee or if the Company and the Trustee receives receive evidence to its their satisfaction that any Note has been lost, destroyed or stolen, the Company shall issue and the Trustee shall authenticate a replacement Note in such form as the Notes mutilated, lost, destroyed or wrongfully taken if (i) in the case of a lost, destroyed or stolen Note, the Holder of such Note furnishes to the Company, the Trustee and, in the case of a Certificated Note, the Registrar, evidence reasonably acceptable to them of the ownership and the destruction, loss or theft of any Note, the Company will issue such Note and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, (ii) an indemnity bond must shall be supplied posted by the Holder that is requesting replacement, sufficient in the judgment of the Trustee and the Company each to protect the Company, the TrusteeRegistrar (in the case of a Certificated Note ), the Trustee or any Agent and any authenticating agent from any loss that any of them may suffer if a such Note is replaced. Prior to the issuance of any such replacement Note, the Trustee shall notify the Company of any request therefor. The Company may charge such Holder for its the Company's out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Trustee may charge the Holder for the Trustee's expenses in its sole discretion may, instead of issuing a new Note, pay replacing such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately proportionally with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawfulpermitted by applicable law) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company or the Trustee, or the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the CompanyCompany shall execute, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of and upon its written request, the Trustee shall authenticate and the Company to protect the Companymake available for delivery, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits benefit of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee, together with such security or indemnity as may be required by the Company or the Trustee or to save each of them harmless, the Company shall execute and the Trustee shall authenticate and deliver a replacement Note of the same series, principal amount and Stated Maturity, if the Trustee’s requirements are met. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the TrusteeTrustee shall authenticate and deliver in lieu of any such destroyed, upon receipt of an Authentication Orderlost or stolen Note, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee same series, principal amount and the Company to protect the Company, the Trustee, any Agent Stated Maturity containing identical terms and any authenticating agent from any loss that any of them may suffer if provisions and bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note of any series issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of that series duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the TrusteeTrustee such Note or indemnity as may be required by them, in each case in their respective sole judgment, to save each of them harmless, then, in the absence of notice to the Company or any Responsible Officer of the Trustee that such Note has been acquired by a bona fide purchaser, the Company shall execute and upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note or the Companyin lieu of any such destroyed, an indemnity bond must be supplied by the Holder that is sufficient in the judgment lost or stolen Note, a new Note of the Trustee like tenor and the Company to protect the Companyprincipal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased or redeemed by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or Trustee, the Company Issuers shall execute, and the Trustee receives shall authenticate and deliver in exchange therefor, a new Note of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Issuers and the Trustee (i) evidence to its their satisfaction of the destruction, loss or theft of any Note and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Issuers or the Trustee that such Note has been acquired by a bona fide purchaser, the Issuers shall execute, and upon the Issuers’ request the Trustee shall authenticate and make available for delivery, in lieu of any such destroyed, lost or stolen Note, the Company will issue a new Note of like tenor and the Trustee, upon receipt of an Authentication Order, will authenticate principal amount and bearing a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company Issuers, in its sole discretion their discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company Issuers may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional is a contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Issuers and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company such an indemnity agreement as will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If be reasonably required by the Trustee or the Companyit to save it harmless, an indemnity bond must be supplied by the Holder that is sufficient then, in the judgment absence of the Trustee and notice to the Company to protect the Companythat such Note has been acquired by a bona fide purchaser, the TrusteeCompany shall, at its expense, execute and deliver, in exchange for any Agent such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Noteprincipal amount. In case any such Note that has matured or is about to mature, or is about to be repurchased by the Company upon a Fundamental Change, shall become mutilated, destroyed, lost, lost or stolen Note has become due and payablestolen, the Company in its sole discretion may, instead of issuing a new substitute Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require or authorize the payment of the same (without surrender thereof except in the case of a sum sufficient mutilated Note) if the applicant for such payment shall furnish to cover any tax, assessment, fee or other governmental charge that may the Company such Note such an indemnity agreement as will be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreasonably required by it to save it harmless. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.3 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture Agreement equally and proportionately with any and all other Notes duly issued hereunder. The All Notes shall be held and owned upon the express condition that the foregoing provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesNotes and shall preclude (to the extent lawful) any and all other rights or remedies, notwithstanding any law or statute existing or hereafter enacted to the contrary with respect to he replacement or payment of negotiable instruments or other securities without their surrender.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the New York UCC are met. If required by , such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Company, Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the New York UCC (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. Such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of (i) the Trustee and to protect the Trustee or (ii) the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note (including without limitation, attorneys’ fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Company or the Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a BONA FIDE purchaser, the CompanyCompany shall execute, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be redeemed by the Company pursuant to Article III hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or redeem such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07Section, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any Upon surrender of a mutilated Note is surrendered to at the Trustee office or agency of the Registrar, the Company shall execute, and the Trustee receives evidence to its satisfaction shall authenticate and deliver, a replacement Note in the name of the destructionHolder of such mutilated Note, loss of like principal amount and dated the date of such mutilated Note. Upon surrender of written notice by a Holder or theft a Holder's attorney duly authorized in writing at the office or agency of any Notethe Registrar that a Note has been lost, destroyed or wrongfully taken, the Company will issue shall execute, and the TrusteeTrustee shall authenticate and deliver, upon receipt of an Authentication Order, will authenticate a replacement Note if in the Trustee’s requirements are met. If required name of such Holder, of like principal amount and dated the date of such lost, destroyed or wrongfully taken Note; provided, however, that, unless such requirement is waived by the Trustee or the Company, such notice shall be accompanied by an indemnity or indemnity bond must be supplied by the Holder from an acceptable issuer that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replacedby reason of such Note's replacement. The Company may charge the Holder for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Every replacement Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may shall be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee, the Company shall execute and upon its written request the Trustee or shall authenticate and deliver, in exchange for any such mutilated Note, a new Note containing identical provisions and of like principal amount, bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by them to save either of them and any agent of each of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by its request the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or the Companystolen Note, an indemnity bond must be supplied by the Holder that is sufficient in the judgment a new Note containing identical provisions and of the Trustee and the Company to protect the Companylike principal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.072.09, the Company may require the payment by the Holder of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.09 in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.09 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Company, a Registrar or the Company Trustee, or the Company, a Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent applicable Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as will be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be redeemed by the Company pursuant to Article 3, the Company in its sole discretion may, instead of issuing a new Note, pay or redeem such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any (a)(i) a mutilated Note is surrendered to the Trustee Registrar or (ii) the Holder of a Note claims that such Note has been lost, destroyed or stolen and provides the Company and the Trustee receives with (A) evidence of such loss, theft or destruction that is reasonably satisfactory to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and (B) any amount or kind of security or indemnity that either of the Company or the Trustee reasonably request to protect the Company, the Trustee, any Agent and any authenticating agent itself from any loss that any of them it may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any upon replacement of such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay and, in either case, (b) such Note. Upon Holder satisfies any other reasonable requirements of the issuance of any new Note under this Section 2.07Trustee, the Company may require including the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto connection with the replacement of such Note, then, unless the Company or the Trustee receives notice that such Note has been acquired by a bona fide purchaser, the Company will, in accordance with Section 2.05 hereof, promptly execute and any other expenses (including the fees and expenses of deliver to the Trustee) connected therewith, and the Trustee, upon receipt of a Company Order, in accordance with Section 2.05 hereof, and the documents required by Sections 15.03 and 15.04 hereof, will promptly authenticate and deliver, in the name of such Holder, a replacement Note having the same aggregate principal amount as the Note that was mutilated or claimed to be lost, destroyed or stolen, bearing any restrictive legends required by Section 2.02 or 2.10 hereof and with a certificate number not contemporaneously outstanding. Every new Note issued pursuant to this Section 2.07 2.11 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note Note, will constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, regardless of whether or not the mutilated, destroyed, lost, lost or stolen Note shall will be at any time enforceable by anyone, and will be entitled to all the benefits of (and will be subject to all the limitations set forth in) this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. (a) If any a mutilated Note is surrendered to the Trustee Registrar or the Company if a Holder claims that its Note has been lost, destroyed or wrongfully taken and the Trustee Registrar receives evidence to its satisfaction of the destructionownership and loss, loss destruction or theft of any such Note, the Company will shall issue and the U.S. Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the U.S. Trustee’s reasonable requirements are otherwise met. If required by the Trustee or the Company, an An indemnity bond must be supplied provided by the Holder that is sufficient in the judgment of the U.S. Trustee and the Company to protect the Company, the U.S. Trustee, the Canadian Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge the Holder for its the expenses of the Company (including reasonable fees and expenses of counsel) and the U.S. Trustee in replacing a Note. In Every replacement Note is a contractual obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. Notwithstanding the foregoing provisions of this Section 2.07, in case any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of counsel and the U.S. Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, security or an indemnity bond satisfactory to the Trustee or the Company, as applicable, must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Holder must also provide the Trustee any other documents (including a lost note affidavit) that the Trustee may request. The Company and/or the Trustee may charge for its expenses in replacing a Note. In case any If, after delivery of such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay a protected purchaser of the predecessor Note presents for payment, transfer or exchange such replaced Note. Upon , the issuance Company, the Trustee, any Agent and any authenticating agent shall be entitled to recover such new Note from the Person to whom it was delivered or any Person taking therefrom, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any new Note under this Section 2.07loss, damage, cost or expense incurred by the Company, the Company may require the payment of a sum sufficient to cover Trustee, any tax, assessment, fee or other governmental charge that may be imposed in relation thereto Agent and any other expenses (including the fees and expenses of the Trustee) connected authenticating agent in connection therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, Company and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Company, or the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note (accompanied by a notation of the Subsidiary Guarantees duly endorsed by the Guarantors) if the Trustee’s requirements are met. If required by the Trustee or the Company, an An indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a protected purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Noteprotected purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the TrusteeTrustee such Note or indemnity as may be required by them, in each case in their respective sole judgment, to save each of them harmless, then, in the absence of notice to the Company or any Responsible Officer of the Trustee that such Note has been acquired by a bona fide purchaser, the Company shall execute and upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note or the Companyin lieu of any such destroyed, an indemnity bond must be supplied by the Holder that is sufficient in the judgment lost or stolen Note, a new Note of the Trustee like tenor and the Company to protect the Companyprincipal amount, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased or redeemed by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and or if the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trusteeand, upon receipt of an Authentication OrderOrder in accordance with Section 2.02 hereof, will the Trustee shall authenticate a replacement Note if the Trustee’s requirements are metNote. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder of such Note shall provide indemnity that is sufficient sufficient, in the judgment of the Trustee and or the Company Company, to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replacedin connection with such replacement. The If required by the Company, such Holder shall reimburse the Company or the Trustee, as the case may charge be, for its reasonable expenses in replacing connection with such replacement. If, after the delivery of such replacement Note, a protected purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or registration such original Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Noteprotected purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under this Section 2.07loss, damage, cost or expense incurred by the Company, the Company may require the payment of a sum sufficient to cover Trustee, any tax, assessment, fee or other governmental charge that may be imposed in relation thereto Agent and any other expenses (including the fees and expenses of the Trustee) connected authenticating agent in connection therewith. Every new replacement Note issued pursuant to in accordance with this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual shall be the valid obligation of the Company, whether or not evidencing the same debt as the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyoneNote, and will shall be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee, together with such security or indemnity as may be required by the Company or the Trustee or to save each of them harmless, the Company shall execute and the Trustee shall authenticate and deliver a replacement Notes of the same series, principal amount and Stated Maturity, if the Trustee's requirements are met. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will issue shall execute and the TrusteeTrustee shall authenticate and deliver in lieu of any such destroyed, upon receipt of an Authentication Orderlost or stolen Note, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee same series, principal amount and the Company to protect the Company, the Trustee, any Agent Stated Maturity containing identical terms and any authenticating agent from any loss that any of them may suffer if provisions and bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07Section, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note of any series issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of that series duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note becomes mutilated, defaced, lost, stolen, or destroyed or (b) Borrower or a Lender otherwise reasonably requests, then, upon the request of Borrower or any Lender, (x) Borrower shall promptly execute and deliver to Lender a replacement Note for each such Note as to which such a request is surrendered made, and (y) such Lender shall surrender to Borrower, in exchange for such replacement Note, the Note being replaced (if not lost, stolen, or destroyed). As conditions precedent to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft replacement of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate applicant for a replacement new Note if the Trusteeshall furnish to Borrower evidence to Borrower’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment reasonable satisfaction of the Trustee loss, theft, or destruction of such Note alleged to have been lost, stolen, or destroyed, and of the Company to protect the Company, the Trustee, any Agent ownership and any authenticating agent from any loss that any authenticity of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyeddefaced, lost, stolen, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new destroyed Note, pay and also such Note. Upon security and indemnity as Borrower reasonably requires (provided, that the issuance written undertaking of the Initial Lender or any institutional holder of a Note having a net worth (or in the case of a bank, having combined capital, surplus, and undivided profits) of at least $100,000,000 to hold harmless Borrower in respect of the execution, authentication and delivery of such new Note under this Section 2.07shall be sufficient security and indemnity), and shall pay all expenses and charges of such substitution or exchange. All Notes shall be issued, held, and owned upon the Company may require express condition that the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed foregoing provisions are exclusive in relation thereto and any other expenses (including the fees and expenses respect of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu replacement of any destroyedmutilated, defaced, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, loststolen, or stolen Note destroyed Notes and shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) any and all other rights and remedies with respect remedies, any present or future law or statute to the contrary notwithstanding. Each replacement or payment Note shall have identical terms as the Note that it replaces, except for such changes as Borrower and the Lenders agree upon (such agreement not to be unreasonably withheld) following a request by any of mutilated, destroyed, lost, or stolen Notesthem for such a change.

Replacement Notes. If any mutilated Note is surrendered to at any time becomes mutilated, defaced, destroyed, stolen or lost, such Note may be replaced at the cost of the applicant (including reasonable legal fees of the Issuer, the Trustee, the Transfer Agent, the Registrar and the Paying Agents) at the office of the Trustee or any Transfer Agent, upon provision of, in the Company and the Trustee receives case of destroyed, stolen, mutilated or defaced beyond clear identification or lost Notes, evidence satisfactory to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt the Transfer Agent, the Registrar, the Paying Agents and the Issuer that such Note was destroyed, stolen, mutilated or defaced beyond clear identification or lost, together with such indemnity and/or security as the Trustee and the Issuer may require. Mutilated or defaced Notes must be surrendered before replacements shall be issued. Each Note authenticated and delivered in exchange for or in lieu of an Authentication Orderany such Note shall carry rights to accrued and unpaid interest and to interest to accrue equivalent to the rights that were carried by such Note before such Note was mutilated, will authenticate a defaced, destroyed, stolen or lost. Every replacement Note if is an additional obligation of the Trustee’s requirements are metIssuer and shall be entitled to the benefits of this Indenture. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee to protect the Trustee and in the judgment of the Company to protect the Company, the Trustee, any Agent and any authenticating agent Authenticating Agent from any loss or liability that any of them may suffer if a Note is replaced. The Company and the Trustee may charge for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Holder of a Note presents evidence to the satisfaction of the Company and the Trustee receives evidence to its satisfaction of that the destructionNote has been lost, loss destroyed or theft of any Notewrongfully taken, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will Trustee shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the New York Uniform Commercial Code as in effect on the date of this Indenture are met. If An indemnity bond may be required by the Trustee Company or the Company, an indemnity bond must be supplied by the Holder Trustee that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. In every case of destruction, loss or theft, the applicant shall also furnish to the Company and to the Trustee evidence to their satisfaction of the destruction, loss or the theft of such Note and the ownership thereof. The Company and the Trustee may charge for its their expenses (including reasonable attorneys' fees and expenses) in replacing a Note. Every replacement Note is an additional obligation of the Company. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderreplacement thereof. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or Trustee, the Company shall issue and the Trustee, upon receipt of an Authentication Order in accordance with Section 2.02 hereof, shall authenticate a replacement Note of like tenor and principal amount. If there shall be delivered to the Company and the Trustee receives (i) evidence to its their satisfaction of the destruction, loss or theft of any NoteNote and satisfaction of the requirements of Section 8-405 of the Uniform Commercial Code, the Company will issue and the Trustee(ii) such security or indemnity sufficient, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Company and the Company Trustee, to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if suffer, then, in the absence of notice to the Company or the Trustee that such Note has been acquired by a protected purchaser, the Company shall issue and the Trustee, upon receipt of an Authentication Order in accordance with Section 2.02 hereof, shall authenticate a replacement Note is replacedof like tenor and principal amount. The If required by the Company may charge for its expenses in replacing a Note. In case any or the Trustee, the Holder of such mutilated, destroyed, lost, lost or stolen Note has become due and payable, shall reimburse the Company and the Trustee for each of their reasonable expenses in its sole discretion mayconnection with such replacement, instead of issuing a new Note, pay such Note. Upon the issuance of including any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee Tax or other governmental charge charges that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewiththereto. Every new replacement Note issued pursuant to in accordance with this Section 2.07 in exchange for any mutilated Note or in lieu shall be the valid obligation of any the Company evidencing the same Indebtedness as the destroyed, lost, lost or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If In case any mutilated Note is surrendered to issued hereunder shall be mutilated, lost, stolen or destroyed, the Company shall issue and deliver and the Trustee shall authenticate a new Note of like tenor, effect and date: (a) in lieu of and substitution for and upon surrender and cancellation of the mutilated Note, or (b) in lieu of and substitution for the Note so lost, stolen or destroyed, upon receipt of evidence reasonably satisfactory to the Company and the Trustee receives evidence to its satisfaction of the destructionloss, loss theft or theft destruction of such Note, and upon receipt also of indemnity reasonably satisfactory to each of them; PROVIDED that if a Purchaser (as defined in the Note Purchase Agreement) or any subsequent Institutional Holder is the owner of any such lost, stolen or destroyed Note, then the Company will issue and the Trustee, upon receipt affidavit of an Authentication Orderauthorized officer of such owner, will authenticate setting forth the fact of loss, theft or destruction and of its ownership of such Note at the time of such loss, theft or destruction shall be accepted as satisfactory evidence thereof and no further indemnity shall be required as a replacement condition to the execution and delivery of a new Note if other than the Trustee’s requirements are metunsecured written agreement of such owner to indemnify the Company. If required by Subject to the provisions of Section 8.01 hereof, the Trustee or the Company, an indemnity bond must be supplied shall incur no liability for anything done by the Holder that is sufficient in the judgment of the Trustee and the Company it pursuant to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith2.11. Every new Any Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will 2.11 shall constitute an original additional contractual obligation on the part of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture secured equally and proportionately ratably with any and all other Notes duly issued hereunderhereunder and then Outstanding. The provisions Any such replacement Note may bear such endorsement as may be prescribed by the Company with the approval of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen NotesTrustee.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met. If required by , such that the holder (a) satisfies the Company and the Trustee within a reasonable time after such holder has notice of such loss, destruction or wrongful taking and the CompanyRegistrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company and the Trustee prior to the Note being acquired by a protected purchaser (as defined in Section 8-303 of the Uniform Commercial Code) (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Company and the Trustee. Such holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Trustee, with respect to the Trustee, and the Company Company, with respect to the Company, to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar, as applicable, from any loss or liability that any of them may suffer if a Note is replacedreplaced and subsequently presented or claimed for payment. The Company and the Trustee may charge the holder for its their expenses in replacing a Note (including, without limitation, attorneys’ fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that such Note has been lost, destroyed or stolen and such Holder provides evidence of the loss, theft or destruction satisfactory to the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any NoteTrustee, the Company will issue shall issue, and the TrusteeTrustee shall, upon receipt of an Authentication a Company Order, will authenticate and deliver, a replacement Note if the requirements of Section 8–405 of the Uniform Commercial Code are met and such Holder satisfies any other reasonable requirements of the Trustee’s requirements are met. If required by the Trustee or the Company, Such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, any Agent the Paying Agent, the Registrar and any authenticating agent co-Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note Note, or in lieu of any destroyed, lost, lost or stolen Note will Note, shall constitute an original additional contractual obligation of the CompanyCompany and any other obligor upon the Notes, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the holder of a Note claims that the Note has been lost, stolen or destroyed, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met. If required by , such that the holder (a) satisfies the Company and the Trustee within a reasonable time after such holder has notice of such loss, destruction or wrongful taking and the CompanyRegistrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company and the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Company and the Trustee. Such holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee Trustee, with respect to the Trustee, and the Company Company, with respect to the Company, to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar, as applicable, from any loss or liability that any of them may suffer if a Note is replacedreplaced and subsequently presented or claimed for payment. The Company and the Trustee may charge the holder for its their expenses in replacing a Note (including without limitation, attorneys’ fees and disbursements in replacing such Note). In case the event any such mutilated, destroyed, lost, stolen or stolen destroyed Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, stolen or stolen destroyed Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company Issuer and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company Issuer will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyIssuer, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuer to protect the CompanyIssuer, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Issuer may charge for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Issuer in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company Issuer may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, lost or stolen Note will constitute an original additional contractual obligation of the CompanyIssuer, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company Co-Issuers will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyCo-Issuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Co-Issuers to protect the CompanyCo-Issuers, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company Co-Issuers may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Co-Issuers in its their sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company Co-Issuers may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the CompanyParent Guarantor, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Trustee such Note if the Trustee’s requirements are met. If or indemnity bond as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the CompanyCompany shall execute, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if Principal Amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be redeemed by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay or redeem such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07Section, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of the TrusteeTrustee and the reasonable fees and disbursements of its counsel) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) notifies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Company or the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become or is about to become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithreplacement thereof. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not Company and the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderGuarantor. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee Registrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Company shall issue and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or the Trustee prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a "protected purchaser") and (c) satisfies any other reasonable requirements of the Trustee. If required by the Trustee or the Company, such Holder shall furnish an indemnity or a security bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any the Paying Agent and any authenticating agent the Registrar from any loss that which any of them may suffer if a Note is replaced. The Company and the Trustee may charge the Holder for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Every replacement Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately proportionally with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes.

Replacement Notes. If any a mutilated Definitive Registered Note is surrendered to the Registrar or the Trustee, if a mutilated Global Note is surrendered to the Company or the Trustee or if the Company and the Trustee receives receive evidence to its their satisfaction that any Note has been lost, destroyed or stolen, the Company shall issue and the Trustee shall authenticate a replacement Note in such form as the Notes mutilated, lost, destroyed or wrongfully taken if (i) in the case of a lost, destroyed or stolen Note, the Holder of such Note furnishes to the Company, the Trustee and, in the case of a Definitive Registered Note, the Registrar, evidence reasonably acceptable to them of the ownership and the destruction, loss or theft of any Note, the Company will issue such Note and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, (ii) an indemnity bond must shall be supplied posted by the Holder that is requesting replacement, sufficient in the judgment of the Trustee and the Company each to protect the Company, the TrusteeRegistrar (in the case of a Definitive Registered Note), the Trustee or any Agent and any authenticating agent from any loss that any of them may suffer if a such Note is replaced. Prior to the issuance of any such replacement Note, the Trustee shall notify the Company of any request therefor. The Company may charge such Holder for its the Company's out-of-pocket expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company Trustee may charge the Holder for the Trustee's expenses in its sole discretion may, instead of issuing a new Note, pay replacing such Note. Upon the issuance of any new Every replacement Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately proportionally with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.8 are exclusive and will shall preclude (to the extent lawfulpermitted by applicable law) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and Registrar or Transfer Agent in Luxembourg, as applicable, or the Trustee or the Registrar or Transfer Agent in Luxembourg, as applicable, receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by one Officer of the Company, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Registrar or Transfer Agent in Luxembourg, as applicable, and the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee or the Registrar or Transfer Agent in Luxembourg, as applicable, and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Notebona fide purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under loss, damage, cost or expense incurred by the Company, the Trustee, any Agent and any authenticating agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new every replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company Issuers and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue Issuers shall issue, and the Trustee, upon receipt of an Authentication a Written Order, will authenticate shall certify, a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the CompanyIssuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company Issuers to protect the CompanyIssuers, the Trustee, any Agent and any authenticating certification agent from any loss that any of them may suffer if a Note is replaced. The Company Issuers may charge for its their expenses in replacing a Note. Any replacement Note certified and delivered pursuant to this Section 2.07 in lieu of a mutilated, lost, destroyed or stolen Note shall be deemed to evidence the same Debt as the mutilated, lost, destroyed or stolen Note and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Issuers, in its sole discretion their discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 conditions set forth in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderpreceding paragraph. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any a mutilated Note is surrendered to the Trustee or if the Holder presents evidence to the satisfaction of the Company and the Trustee receives evidence to its satisfaction of that the destructionNote has been mutilated, loss lost, destroyed or theft of any Notewrongfully taken, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will Trustee shall authenticate a replacement Note if the Trustee’s requirements are metNote. If An indemnity bond may be required by the Trustee Company or the Company, an indemnity bond must be supplied by the Holder Trustee that is sufficient in the judgment of the Trustee Company and the Company Trustee to protect the Company, the Trustee, Trustee or any Agent and any authenticating agent from any loss that which any of them may suffer if a Note is replaced. The In every case of mutilation, loss, destruction or theft, the applicant shall also furnish to the Company and to the Trustee evidence to their satisfaction of the mutilation, loss, destruction or theft of such Note and the ownership thereof. Each of the Company and the Trustee may charge for its expenses in replacing a Note. In case the event any such mutilated, destroyed, lost, destroyed or stolen wrongfully taken Note has become due and payable, the Company in its sole discretion may, may pay such Note instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunderreplacement thereof. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, destroyed or stolen wrongfully taken Notes. Every replacement Note is an additional obligation of the Company.

Replacement Notes. If If (a) any mutilated Note is surrendered to the Trustee Trustee, or (b) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Trustee such mutilated Note if the Trustee’s requirements are met. If or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of Company shall execute and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Notenumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be purchased by the Company pursuant to Article 3, the Company in its sole discretion may, instead of issuing a new Note, so pay or purchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Company, the Registrar or the Company Trustee, or (b) the Company, the Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent Registrar and any authenticating agent from any loss that any the Trustee security or indemnity satisfactory to them to save each of them may suffer if harmless, then, in the absence of any notice to the Company, the Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a certificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payablepayable or redeemed by the Company pursuant to ARTICLE IV, the Company in its sole discretion may, instead of issuing a new Note, pay pay, redeem or repurchase such Note, as the case may be. Upon the issuance of any new Note Notes under this Section 2.072.7, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee assessment or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee or the Registrar) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or 2.7 in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.7 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If (a) any mutilated Note is surrendered to the Trustee Company, a Registrar, or the Company Trustee, or (b) the Company, a Registrar and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and, unless otherwise agreed by the Company will issue Company, the Registrar and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that there is sufficient in the judgment of the Trustee and the Company delivered to protect the Company, the Trustee, any Agent Registrar and any authenticating agent from any loss that any the Trustee such security or indemnity as may be required by them to save each of them may suffer if harmless, then, in the absence of notice to the Company, the Registrar or the Trustee that such Note has been acquired by a Protected Purchaser, the Company shall execute and the Trustee shall authenticate and deliver, in exchange for any such mutilated Note is replaced. The Company may charge for its expenses or in replacing lieu of any such destroyed, lost or stolen Note, a Notenew Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, lost or stolen Note has become due and payable, or has been called for redemption by the Company pursuant to Article 3 of this Indenture, the Company in its sole discretion (but subject to any conversion rights) may, instead of issuing a new Note, pay or redeem such Note, as the case may be. Upon the issuance of any new Note under this Section 2.07, the Company or the Trustee may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses expense (including the fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (and, to the extent lawful) , shall preclude all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. (a) If (i) any mutilated Note is surrendered to the Trustee Trustee, or (ii) the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Trustee such Note if the Trustee’s requirements are met. If or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee or that such Note has been acquired by a bona fide purchaser, the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of Company shall execute and upon its written request the Trustee shall authenticate and the Company to protect the Companydeliver, the Trusteein exchange for any such mutilated Note or in lieu of any such destroyed, any Agent lost or stolen Note, a new Note of like tenor and any authenticating agent from any loss that any of them may suffer if principal amount, bearing a Note is replaced. The Company may charge for its expenses in replacing a Note. number not contemporaneously outstanding. (b) In case any such mutilated, destroyed, lost, lost or stolen Note has become or is about to become due and payable, or is about to be redeemed or purchased by the Company pursuant to Article 3 hereof, the Company in its sole discretion may, instead of issuing a new Note, pay redeem or purchase such Note. , as the case may be. (c) Upon the issuance of any new Note Notes under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. . (d) Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any mutilated, destroyed, lost, lost or stolen Note will shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, lost or stolen Note shall be at any time enforceable by anyone, and will shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. . (e) The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the ownership and destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company and the Trustee may charge for its their expenses in replacing a Note. In case any such mutilated, destroyed, lost, or stolen Note has become due and payable, the Company in its sole discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. Every new Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note shall be at any time enforceable by anyone, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, or stolen Notes.

Replacement Notes. If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will shall issue and the Trustee, upon receipt of an Authentication Order, will shall authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any such mutilated, destroyed, lost, lost or stolen Note has had become or is about to become due and payable, the Company Company, in its sole discretion discretion, may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses upon satisfaction of the Trustee) connected therewithconditions set forth in the preceding paragraph. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Second Supplemental Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen NotesNote.

Replacement Notes. If any mutilated Note is surrendered to the Trustee Trustee, or the Company and the Trustee receives receive evidence to its their satisfaction of the destruction, loss or theft of any Note, and there is delivered to the Company, any Subsidiary Guarantor or the Trustee, such security or indemnity, in each case, as may be required by it to hold it harmless, then, in the absence of notice to the Company, any Subsidiary Guarantor or the Trustee that such Note has been acquired by a bona fide purchaser, the Company will shall issue and the Trustee, upon receipt the written order of an Authentication Orderthe Company signed by two Officers of the Company, will shall authenticate a replacement Note of the same series if the Trustee’s 's requirements are met. If required by the Trustee or the Company, an An indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, any Subsidiary Guarantor, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. In case any If, after the delivery of such mutilatedreplacement Note, destroyed, lost, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment or stolen Note has become due and payableregistration such original Note, the Company in its sole discretion mayTrustee shall be entitled to recover such replacement Note from the Person to whom it was delivered or any Person taking therefrom, instead of issuing except a new Notebona fide purchaser, pay such Note. Upon and shall be entitled to recover upon the issuance security or indemnity provided therefor to the extent of any new Note under this Section 2.07loss, damage, cost or expense incurred by the Company, the Company may require the payment of a sum sufficient to cover Trustee, any tax, assessment, fee or other governmental charge that may be imposed in relation thereto Agent and any other expenses (including the fees and expenses of the Trustee) connected authenticating agent in connection therewith. Every new replacement Note issued pursuant to this Section 2.07 in exchange for any mutilated Note or in lieu of any destroyed, lost, or stolen Note will constitute is an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost, or stolen Note Company and any Subsidiary Guarantor and shall be at any time enforceable by anyone, and will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.07 2.08 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost, lost or stolen Notes.