Common use of Waiver of Certain Covenants Clause in Contracts

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 301 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 1004 or 10.05 in any covenant provided pursuant to Section 301(18), 901(2), 901(6) or set forth 901(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto 1002 through 1004 with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected therebySecurities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or Section 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoas contemplated by Section 301, if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all series affected by with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of at least a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing ; provided, however, so long as a Trust holds Securities of any series, such Trust may not waive compliance or waive any default in this Section 10.06 shall permit compliance by the waiver of compliance Company with any covenant or condition set forth other term contained in this Indenture or the Securities of such Board Resolution or indenture supplemental hereto whichseries without the approval of the holders of at least a majority in aggregate liquidation preference of the outstanding Preferred Securities issued by such Trust affected, if obtained as provided in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebyTrust Agreement pertaining to such Trust.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 301 for all or any Securities of any series series, the Issuers may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 1004 or 10.05 in any covenant provided pursuant to Section 301(18), 901(2), 901(6) or set forth 901(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Issuers and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company Holdings may and may cause any Subsidiary of Holdings to omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 the Indenture or 10.05 any applicable Note Document (other than any term, provision or set forth in a Board Resolution condition the amendment or indenture supplemental hereto with respect waiver of which would require the consent of each Holder of an Outstanding Security affected thereby, pursuant to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoSection 10.02), if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), shall either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of Holdings and the Company Subsidiaries of Holdings and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 The Company may, but shall permit not be obligated to, fix a record date for the waiver purpose of determining the Persons entitled to waive compliance with any covenant or condition set forth hereunder. If a record date is fixed, the Holders of such record date, or their duly appointed agents, and only such Persons shall be entitled to waive any such compliance, whether or not such Holders remain Holders after such record date, provided that unless the Holders of at least a majority in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent aggregate principal amount of the Outstanding Securities shall have waived such compliance prior to the date which is 90 days after such record date, any such waiver previously given shall automatically and without further action by any Holder be cancelled and of each Outstanding Security affected therebyno further effect.

Waiver of Certain Covenants. The Company or any Guarantor (as applicable) may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto Section 1005 with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company or any Guarantor (as applicable) and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected thereby.Securities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. ARTICLE ELEVEN

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.01 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections Section 10.04 or 10.05 in any covenant provided pursuant to Section 3.01(18), Section 9.01(4), Section 9.01(8) or set forth Section 9.01(9) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.01 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections Section 10.04 or 10.05 in any covenant provided pursuant to Section 3.01(18), 9.01(2), 9.01(6) or set forth 9.01(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto Section 10.4 with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected therebySecurities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series.

Waiver of Certain Covenants. The Company Partnership may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto Section 1005, with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Partnership and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected therebySecurities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series.

Waiver of Certain Covenants. (a) The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (i) any additional covenants or 10.05 or set forth in a Board Resolution or indenture supplemental hereto restrictions specified with respect to the Senior Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount (or such larger proportion as may be required in respect of waiving a past default of any such additional covenant or restriction) of the Outstanding Securities of all series affected by and Tranches with respect to which such waiver (voting covenant or restriction was so specified, considered as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive waives such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (ii) Sections 1002, 1004, 1006 and 1008 and Article VIII if before the time for such compliance the Holders of at least a majority in principal amount of Senior Securities Outstanding under this Indenture by Act of such Holders, either waives such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (i) or (ii) of this paragraph (a), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become becomes effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto 1004 to 1008, inclusive, with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all such series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 The Company may, but shall permit not be obligated to, fix a record date for the waiver purpose of compliance with determining the Persons entitled to waive any covenant such term, provision or condition. If a record date is fixed for such purpose, the Holders on such record date or their duly designated proxies, and only such Persons, shall be entitled to waive any such term, provision or condition set forth hereunder, whether or not such Holders remain Holders after such record date; provided that unless the Holders of not less than a majority in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent principal amount of the Outstanding Securities of such series shall have waived such term, provision or condition prior to the date which is 90 days after such record date, any such waiver previously given shall automatically and without further action by any Holder be canceled and of each Outstanding Security affected therebyno further effect.

Waiver of Certain Covenants. The Company Partnership may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto Section 1005 with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Partnership and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected therebySecurities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 10.05 or 10.05 10.06 or set forth in a Board Resolution or supplemental indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoindenture, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.07 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or supplemental indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or Section 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.08 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 Section 10.04, 10.06 or 10.05 10.07 or set forth in a Board Resolution or supplemental indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoindenture, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.08 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or supplemental indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 301 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant covenant, term, provision or condition set forth in Sections 10.04 this Indenture for the benefit of the Holders of such series if, before the time for such compliance, the Holders of a majority in principal amount (including waivers obtained in connection with a purchase of, or 10.05 tender offer or set forth in a Board Resolution exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or indenture supplemental hereto different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant covenant, term, provision or condition, but no such waiver shall extend to or affect such covenant covenant, term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant covenant, term, provision or condition shall remain in full force and effect, and no such waiver may be granted if a waiver of a past default under such covenant, term, provision or condition could not be granted pursuant to Section 513 or if such waiver would be prohibited by Section 508. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company or the Guarantor may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 or by clause (b) of Section 1201, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 605 or Article Eleven if before the time for such compliance the Holders of a majority in aggregate principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the Guarantor and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.01 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections Section 10.04 or 10.05 in any covenant provided pursuant to Section 3.01(18), Section 9.01(2), Section 9.01(6) or set forth Section 9.01(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company or the Guarantor may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 or by clause (b) of Section 1201, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 605 or Article Eleven if before the time for such compliance the Holders of a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the Guarantor and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may may, with respect to the Notes, omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 any particular instance to comply with any term, provision or 10.05 or condition set forth in a Board Resolution any covenant in any of Sections 3.1 or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto3.2, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive waiver such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect effect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or No supplemental indenture supplemental hereto whichshall, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security Note affected thereby., modify any of the provisions of this Section 3.4, except to increase the percentage required to waive compliance by the Company of the covenants referenced here, provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to "the Trustee" and concomitant changes in this Section 3.4. ARTICLE FOUR

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.01 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections Section 10.04 or 10.05 in any covenant provided pursuant to Section 3.01(18), Section 9.02(2), Section 9.01(6) or set forth Section 9.01(7) for the benefit of the Holders of such series or in ARTICLE VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605, 606 or Article Eleven if before the time for such compliance the Holders of at least a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 10.05 or 10.05 10.06 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.07 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 4.04 through 4.06 or 10.05 4.08 (or any additional specified term, provision or condition set forth in a the Board Resolution Resolution, Officers’ Certificate or supplemental indenture supplemental hereto with respect to establishing the terms of the Debt Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, ) for the benefit of the Holders of the Debt Securities of any series if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Debt Securities of all such series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent expressly so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the ; provided that no waiver of compliance with any covenant or condition rights described in Section 6.08 and other than as set forth in such Board Resolution the Debt Securities of a particular series, no waiver of any requirement to provide a Guarantee or indenture supplemental hereto which, if in collateral for the form benefit of an indenture supplemental hereto, would not the Holders the Debt Securities of any series shall be permitted by Section 9.02 effective without the consent Act of the Holder of each Outstanding Debt Security of that series affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 10.05 or 10.05 10.06 or set forth in a Board Resolution, supplemental indenture or Officers’ Certificate pursuant to authority granted under a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution Resolution, supplemental indenture or indenture supplemental heretoOfficers’ Certificate, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.07 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution Resolution, supplemental indenture or indenture supplemental hereto Officers’ Certificate which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto Section 10.5, with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, Debentures if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all series affected by such waiver Debentures (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 ; provided, however, that if the Debentures are held by the Trust or a trustee of such Trust, such waiver or modification to such waiver shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without effective until the holders of a majority in Liquidation Amount of Trust Securities shall have consented to such waiver or modification to such waiver; provided further, that if the consent of the Holder Holders of a majority in Liquidation Amount of the Trust Securities of a class is required under the Declaration, such waiver shall not be effective until the Holders of a majority in Liquidation Amount of the Trust Securities of each Outstanding Security affected therebysuch class shall have consented to such waiver.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto 57 which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 any covenant or 10.05 or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 as being subject to waiver pursuant to this Section 607, if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with such waiver (voting covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of at least a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in may, with respect of to any series of Securities, omit in any particular instance, instance to comply with any covenant term, provision or condition which affects such series set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect Section 905 to the Section 907, inclusive, or, as specified pursuant to Section 301(18) for Securities of such series, unless otherwise specified in any covenants added to Article Nine pursuant to Section 301(18) in connection with Securities of such Board Resolution or indenture supplemental heretoseries, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the all Outstanding Securities of all series affected by such waiver (voting as one class) shallseries, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee to Holders of Securities of such series in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing ARTICLE TEN REDEMPTION OF SECURITIES SECTION 1001 Applicability of Article. Securities of any series which are redeemable before their Stated Maturity shall be redeemable in this Section 10.06 shall permit accordance with the waiver terms of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted Securities and (except as otherwise specified as contemplated by Section 9.02 without the consent 301 for Securities of the Holder of each Outstanding Security affected therebyany series) in accordance with this Article.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with (a) any covenant or condition set forth in Sections 10.04 restriction other than any covenant or 10.05 restriction relating to (i) the payment of principal of or set forth in a Board Resolution premium, if any, or indenture supplemental hereto with respect to Special Interest, if any (including the Securities Fundamental Change Purchase Price, if applicable), on any Note or (ii) the payment or delivery of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretothe consideration due upon conversion of any Note, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the outstanding Notes shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition and (b) ARTICLE 6, if before the time for such compliance the Holders of a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) outstanding Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or conditionrestriction; provided, but however, that such waiver of ARTICLE 6 shall in no way affect, change, or limit the Company’s obligations under ARTICLE 3; but, no such waiver pursuant to this Section 5.07 shall extend to or affect such covenant or condition restriction except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition restriction shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.01 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 any covenant provided pursuant to Section 3.01(18), 9.01(2), 9.01(6) or 10.05 9.01(7) for the benefit of the Holders of such series or set forth in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 or by clause (b) of Section 1201, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 605 or Article Eleven if before the time for such compliance the Holders of a majority in aggregate principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company and the Guarantors may omit in respect of any series of Securities, in any particular instance, instance to comply with any term, provision, condition or covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto 1002 to 1007, inclusive, with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany series and, if expressly provided pursuant to Section 301(18), any additional covenants applicable to the Securities of such series (in each case excluding any term, provision, condition or covenant which under Article Nine cannot be modified or amended without the consent of the Holder of each Outstanding Security of such series affected thereby) if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of such series, on behalf of all series affected by such waiver (voting as one class) shallHolders of Securities of that series, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either shall waive such compliance in such instance or generally waive shall have waived compliance with such covenant term, provision, condition or conditioncovenant, but no such waiver shall extend to or affect such term, provision, condition or covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the Guarantors and the duties of the Trustee in respect of any such term, provision, condition or covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.ARTICLE SEVEN

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 Section 10.08 or set forth in a Board Resolution or supplemental indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoindenture, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.09 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or supplemental indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Debt Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301 if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Debt Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604, 605 or Article Eleven if before the time for such compliance the Holders of at least a majority in principal amount of Debt Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company Except as otherwise specified herein or as set forth in the Common Security Agreement, the Issuer may omit in with respect of any series of to the Securities, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in any covenant or obligation provided pursuant to this Indenture (including Section 901(2), Section 903(2), any covenant incorporated by reference in Section 1001 or provided pursuant to Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to 1002 through 1007 inclusive) for the Securities benefit of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretothe Holders, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Issuer and the Guarantors and the duties of the Capital Markets Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this , provided that, subject to clause (u) of Section 10.06 shall permit 4.01 of the Common Security Agreement, Supermajority Secured Parties must approve any waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent provisions of the Holder Project Documents, and provided, further, that all Secured Parties must approve any waiver with respect to any matter involving the release of each Outstanding Security affected thereby.Collateral. ARTICLE ELEVEN

Waiver of Certain Covenants. The Company may may, with respect to the Notes, omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 any particular instance to comply with any term, provision or 10.05 or condition set forth in a Board Resolution any covenant in any of Sections 3.1 or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto3.2, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive waiver such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect effect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or No supplemental indenture supplemental hereto whichshall, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security Note affected thereby, modify any of the provisions of this Section 3.4, except to increase the percentage required to waive compliance by the Company of the covenants referenced here, provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to "the Trustee" and concomitant changes in this Section 3.4.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or Section 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not 57 be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or Section 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.. 40

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 3.1 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 10.4 or 10.05 in any covenant provided pursuant to Section 3.1(15), 9.1(2), 9.1(6) or set forth 9.1(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder's Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.such purchase, tender or exchange. 44

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with (a) any covenant or condition set forth in Sections 10.04 restriction other than any covenant or 10.05 restriction 1093651412\14\AMERICAS relating to (i) the payment of principal of or set forth in a Board Resolution premium, if any, or indenture supplemental hereto with respect to interest, if any (including the Securities Fundamental Change Purchase Price, if applicable), on any Note or (ii) the payment or delivery of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretothe consideration due upon conversion of any Note, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the outstanding Notes shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition and (b) ARTICLE 6, if before the time for such compliance the Holders of a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) outstanding Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or conditionrestriction; provided, but however, that such waiver of ARTICLE 6 shall in no way affect, change, or limit the Company’s obligations under ARTICLE 3; but, no such waiver pursuant to this Section 5.07 shall extend to or affect such covenant or condition restriction except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition restriction shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Xxxxxxx 000, Xxxxxxx 000 (xx applicable to less than all series of Securities Outstanding) or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602, Section 608 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Xxxxxxx 000, 000, 000 (xx applicable to all series of Securities Outstanding) or Article Eleven if before the time for such compliance the Holders of a majority in aggregate principal amount of Securities Outstanding under this Indenture, considered as one class, shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or Section 8.1, provided pursuant to Section 9.1(2) and set forth in a Board Resolution or indenture supplemental hereto with respect Sections 10.4 to the Securities of such series10.12 and 10.15 to 10.17, unless otherwise specified in such Board Resolution or indenture supplemental heretoinclusive, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount at maturity of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect; provided, however, with respect to an Offer as -------- ------- to which an Offer to Purchase has been mailed, no such waiver may be made or shall be effective against any Holder tendering Securities pursuant to such Offer, and the Company may not omit to comply with the terms of such Offer as to such Holder. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition Notwithstanding anything set forth in such Board Resolution or indenture supplemental hereto whichthis Indenture to the contrary, if no Default shall have occurred and be continuing on any day when the Securities are rated by both Xxxxx'x and S&P in one of its generic rating categories which signifies investment grade (which at the form date of an indenture supplemental heretothis Indenture are the four highest rating categories (within which there are sub-categories indicating relative standing)), would not the limitations set forth in Sections 10.4 to 10.11 and 10.14 to 10.17, inclusive and clause (c) in Section 8.1 shall no longer be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebyapplicable.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect 1002, and 1004 to the Securities of such series1006, unless otherwise specified in such Board Resolution or indenture supplemental heretoinclusive, if before or after the time for such compliance the Holders of not less more than a majority 50% in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition. In the event that there shall be included in this Indenture any covenant, other than a covenant to pay principal, premium (if any) and interest, solely for the benefit of one or more, but no less than all, series of Securities, then, unless otherwise expressly provided with respect to such covenant, the Company may similarly omit in any particular instance to comply with any term, provision or condition of such covenant if before the time for such compliance the holders of more than 50% in principal amount of all Outstanding Securities entitled to the benefit of such covenant, by Act of such Holders, waive such compliance in such instance with such term, provision, or condition. No such waiver contemplated by this Section 1008 shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, Section 10.02 if before or after the time for such compliance the Holders of not less more than a majority 50% in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition. In the event that there shall be included in this Indenture any covenant, other than a covenant to pay principal, premium (if any) and interest, solely for the benefit of one or more, but no less than all, series of Securities, then, unless otherwise expressly provided with respect to such covenant, the Company may similarly omit in any particular instance to comply with any term, provision or condition of such covenant if before the time for such compliance the holders of more than 50% in principal amount of all Outstanding Securities entitled to the benefit of such covenant, by Act of such Holders, waive such compliance in such instance with such term, provision, or condition. No such waiver contemplated by this Section 10.05 shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 any covenant or 10.05 or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any one or more series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany one or more Tranches thereof, as contemplated by Section 301 if before or after the time for such compliance (i) the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of each such series or Tranche with respect to which compliance with such covenant or restriction is to be omitted, considered as separate classes, or (ii) if such term, provision or condition with respect to which compliance with such covenant or restriction is to be waived relates to all series affected by such waiver (voting or Tranches of Outstanding Securities, the Holders of a majority in aggregate principal amount of all Outstanding Securities of all series or Tranches, considered as one class, shall, in either case (i) shallor (ii) above, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition; but, but in either case, no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing ; provided, however, that no such waiver shall be effective as to any of the matters contemplated in this clause (1), (2), (3) or (4) in Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 1202 without the consent of the Holder of each Outstanding Security affected therebyHolders specified in such Section.

Waiver of Certain Covenants. The Subject to the provisions of the following paragraph and except as otherwise specified as contemplated by Section 301 for Securities of such series, the Company may omit in respect of any series of Securitiesmay, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such any series, unless otherwise specified omit in any particular instance to comply with any term, provision or condition 50 set forth in any covenant provided pursuant to Section 301(17), 901(2) or 901(7) for the benefit of the Holders of such Board Resolution series or indenture supplemental heretoin Section 1005, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount number of the Outstanding Securities of all such series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with If any covenant term, provision or condition set forth in such Board Resolution or indenture supplemental hereto which, if any covenant referred to in the form preceding paragraph affects fewer than all the Outstanding Securities of an indenture supplemental heretoa series, would then to the extent not inconsistent with the Trust Indenture Act, any waiver with respect to any such term, condition or provision may be permitted given by Section 9.02 without the consent Holders of at least a majority in number of the Holder Outstanding Securities of each Outstanding Security such series affected therebyby such term, condition or provision on behalf of the Holders of all the affected Securities of such series.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 1005, 1006 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto 1007 with respect to the Securities of any series or any negative covenant with respect to a series of Securities contained in the Board Resolution, Officer's Certificate or supplemental indenture authorizing such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected therebySecurities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 10.05, 10.06 or 10.05 10.07 or set forth in a Board Resolution or supplemental indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoindenture, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 10.08 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or supplemental indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with (a) any covenant or condition set forth in Sections 10.04 restriction other than any covenant or 10.05 restriction relating to (i) the payment of principal of (including the Fundamental Change Purchase Price, if applicable), or set forth in a Board Resolution interest on, any Note or indenture supplemental hereto with respect to (ii) the Securities payment or delivery of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretothe consideration due upon exchange of any Note, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the outstanding Notes shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition and (b) ARTICLE 6, if before the time for such compliance the Holders of a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) outstanding Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or conditionrestriction; 39 provided, but however, that such waiver of ARTICLE 6 shall in no way affect, change, or limit the Company’s obligations under ARTICLE 3; but, no such waiver pursuant to this Section 5.07 shall extend to or affect such covenant or condition restriction except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition restriction shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Except as otherwise specified as contemplated by Section 3.01 for Securities of such series, the Company may omit in respect of any series of Securitiesmay, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such any series, unless otherwise specified omit in any particular instance to comply with any term, provision or condition set forth in any covenant provided pursuant to Section 3.01(18), 9.01(2) or 9.01(7) for the benefit of the Holders of such Board Resolution or indenture supplemental hereto, series if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all such series affected by (subject to, in the case of any series of Securities held as trust assets of a Trust and with respect to which a Security Exchange has not theretofore occurred, such waiver (voting Holders' obtaining such consent of the holders of the Preferred Securities and the Common Securities of such Trust as one classmay be required under the Declaration of Trust of such Trust) shall, by Act of such Securityholders delivered to Holders (and such holders of the Company Preferred Securities and the Trustee (in accordance with Section 1.04 hereofCommon Securities), either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect Except as otherwise provided pursuant to Section 301 for all or any Securities of any series series, the Company may, with respect to all or any Securities of Securitiesany series, omit in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 1004 or 10.05 in any covenant provided pursuant to Section 301(18), 61 901(2), 901(6) or set forth 901(7) for the benefit of the Holders of such series or in Article VIII if, before the time for such compliance, the Holders of a Board Resolution majority in principal amount (including waivers obtained in connection with a purchase of, or indenture supplemental hereto tender offer or exchange offer for, Securities) of all Outstanding Securities affected by such waiver (considered together as one class for this purpose and such affected Securities potentially being Securities of the same or different series and, with respect to any particular series, potentially comprising fewer than all the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, if before or after the time for such compliance the Holders of not less than a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance given by or on behalf of any Holder of Securities in connection with any covenant a purchase of, or condition set forth in tender or exchange offer for, such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would Holder’s Securities will not be permitted rendered invalid by Section 9.02 without the consent of the Holder of each Outstanding Security affected therebysuch purchase, tender or exchange.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant or condition set forth in Section 801, Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect 1004 to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto1017 and Section 1019, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or conditioncondition with respect to any such Notes, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 ; provided, however, that (a) with respect to an Offer to Purchase as to which an Offer has been mailed, no such waiver may be made or shall permit be effective against any Holder tendering Notes pursuant to such Offer, and the waiver Company may not omit to comply with the terms of compliance such Offer as to such Holder and (b) with any respect to a covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would provision thereof which under Article Nine cannot be permitted by Section 9.02 modified or amended without the consent of the Holder of each Outstanding Security affected therebyNote affected, no such waiver may be made or shall be effective against any such Holder without such Holder's express consent thereto.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 10.02 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities Notes of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 3.01 if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities Notes of all series affected by and Tranches with respect to which compliance with Section 10.02 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 10.06, Section 10.07 or Article VIII if before the time for such compliance the Holders of at least a majority in principal amount of Notes Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in No waiver under this Section 10.06 10.08 or Article VIII shall permit have the waiver effect of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in waiving the form obligation of an indenture supplemental hereto, would not be permitted by Section 9.02 without a successor Person to assume the consent obligations of the Holder Company to the Trustee and any predecessor Trustee under Section 6.07, as a condition of each Outstanding Security affected therebyany consolidation, merger, conveyance, transfer or lease contemplated by Article VIII.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto 1002 through 1004 with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto, any series if before or after the time for such compliance the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all affected series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the A waiver of compliance with which changes or eliminates any covenant term, provision or condition set forth in such Board Resolution of this Indenture which has expressly been included solely for the benefit of one or indenture supplemental hereto whichmore particular series of Securities, if in or which modifies the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent rights of the Holder Holders of each Outstanding Security affected thereby.Securities of such series with respect to such term, provision or condition, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. ARTICLE XI REDEMPTION OF SECURITIES

Waiver of Certain Covenants. The Company Issuer may omit in respect of any series of Securities, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 this Article IV (other than Section 4.01) or set forth in a Certified Board Resolution or supplemental indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Certified Board Resolution or indenture supplemental heretoindenture, if before or after the time for such compliance the Holders of not less than a majority in principal Principal amount of the Outstanding Securities of all each series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof), shall either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Issuer and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect. Nothing in this Section 10.06 4.14 shall permit the waiver of compliance with any covenant or condition set forth in such Certified Board Resolution or supplemental indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company “Each of the Operating Partnership and the Guarantor and, if CRLP shall have become a party to this Indenture pursuant to a Subsidiary Guarantee Supplemental Indenture and shall not have been released, in accordance with the applicable provisions of this Indenture, from its obligations under this Indenture with respect to the Notes, CRLP may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in clause (ii) of Section 1005, Sections 10.04 or 10.05 or set forth 1006 and 1007, Sections 1011 through 1016, inclusive, clause (ii) of Section 1017 and Section 1018, but in a Board Resolution or indenture supplemental hereto with respect each case solely insofar as relates to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretoNotes and, if expressly provided pursuant to Section 301, any additional covenants applicable to the Notes if, before or after the time for such compliance compliance, the Holders of not less than at least a majority in aggregate principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shallNotes, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either shall waive such compliance in such instance or generally waive shall have waived compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Operating Partnership, the Guarantor and, if applicable, CRLP, as the case may be, and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Subject to the provisions of the following paragraph and except as otherwise specified as contemplated by Section 301 for Securities of such series, the Company may omit in respect of any series of Securitiesmay, in any particular instance, to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such any series, unless otherwise specified omit in any particular instance to comply with any term, provision or condition set forth in any covenant provided pursuant to Section 301(17), 901(2) or 901(7) for the benefit of the Holders of such Board Resolution series or indenture supplemental heretoin Section 1005, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount number of the Outstanding Securities of all such series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with If any covenant term, provision or condition set forth in such Board Resolution or indenture supplemental hereto which, if any covenant referred to in the form preceding paragraph affects fewer than all the Outstanding Securities of an indenture supplemental heretoa series, would then to the extent not inconsistent with the Trust Indenture Act, any waiver with respect to any such term, condition or provision may be permitted given by Section 9.02 without the consent Holders of at least a majority in number of the Holder Outstanding Securities of each Outstanding Security such series affected thereby.by such term, condition or provision on behalf of the Holders of all the affected Securities of such series. ARTICLE ELEVEN

Waiver of Certain Covenants. The Without in any way limiting the applicability of Section 1006 of the Base Indenture with respect to the Notes, the Company may may, with respect to the Floating Rate Notes, 2028 Notes or 2049 Notes, also omit in respect of any series of Securities, in any a particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities Article 3 of such seriesthis Supplemental Indenture, unless otherwise specified in such Board Resolution or indenture supplemental heretoif, if before or after the time for such compliance compliance, the Holders of not less than a majority in aggregate principal amount of the Floating Rate Notes, 2028 Notes or 2049 Notes, respectively, at the time Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become becomes effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 2.10 shall permit affect the waiver of compliance Company’s requirement to comply with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent 513 of the Holder Base Indenture with respect to waivers of each Outstanding Security affected therebypast defaults under the Base Indenture.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or Section 8.1, provided pursuant to Section 9.1(2) and set forth in a Board Resolution or indenture supplemental hereto with respect Sections 10.4 to the Securities of such series10.12 and 10.15 to 10.18, unless otherwise specified in such Board Resolution or indenture supplemental heretoinclusive, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect; provided, however, with respect to an Offer as to which an ----------------- Offer to Purchase has been mailed, no such waiver may be made or shall be effective against any Holder tendering Securities pursuant to such Offer, and the Company may not omit to comply with the terms of such Offer as to such Holder. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition Notwithstanding anything set forth in such Board Resolution or indenture supplemental hereto whichthis Indenture to the contrary, if no Default shall have occurred and be continuing on any day when the Securities are rated by both Xxxxx'x and S&P in one of its generic rating categories which signifies investment grade (which at the form date of an indenture supplemental heretothis Indenture are the four highest rating categories (within which there are sub-categories indicating relative standing)), would not the limitations set forth in Sections 10.4 to 10.11 and 10.14 to 10.18, inclusive and clause (c) in Section 8.1 shall no longer be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.applicable. 115

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 (a) Section 602 or 10.05 any additional covenant or set forth in a Board Resolution or indenture supplemental hereto restriction specified with respect to the Securities of such any series, unless otherwise specified in such Board Resolution or indenture supplemental heretoany Tranche thereof, as contemplated by Section 301, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of all series affected by and Tranches with respect to which compliance with Section 602 or such waiver (voting additional covenant or restriction is to be omitted, considered as one class) , shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition and (b) Section 604 or Article Eleven if before the time for such compliance the Holders of a majority in principal amount of Securities Outstanding under this Indenture shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition; but, but in the case of (a) or (b), no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant or condition set forth in Sections 10.04 or 10.05 or Section 8.1, provided pursuant to Section 9.1(2) and set forth in a Board Resolution or indenture supplemental hereto with respect Sections 10.4 to the Securities of such series10.12 and 10.15 to 10.18, unless otherwise specified in such Board Resolution or indenture supplemental heretoinclusive, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount at maturity of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall remain in full force and effect; provided, however, with respect to an Offer as -------- ------- to which an Offer to Purchase has been mailed, no such waiver may be made or shall be effective against any Holder tendering Securities pursuant to such Offer, and the 117 Company may not omit to comply with the terms of such Offer as to such Holder. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition Notwithstanding anything set forth in such Board Resolution or indenture supplemental hereto whichthis Indenture to the contrary, if no Default shall have occurred and be continuing on any day when the Securities are rated by both Xxxxx'x and S&P in one of its generic rating categories which signifies investment grade (which at the form date of an indenture supplemental heretothis Indenture are the four highest rating categories (within which there are sub-categories indicating relative standing)), would not the limitations set forth in Sections 10.4 to 10.11 and 10.14 to 10.18, inclusive and clause (c) in Section 8.1 shall no longer be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.applicable. 118

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with any covenant term, provision or condition set forth in Sections 10.04 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect 1002, and 1004 to the Securities of such series1006, unless otherwise specified in such Board Resolution or indenture supplemental heretoinclusive, if before or after the time for such compliance the Holders of not less more than a majority 50% in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or -52- 60 condition. In the event that there shall be included in this Indenture any covenant, other than a covenant to pay principal, premium (if any) and interest, solely for the benefit of one or more, but less than all, series of Securities, then, unless otherwise expressly provided with respect to such covenant, the Company may similarly omit in any particular instance to comply with any term, provision or condition of such covenant if before the time for such compliance the Holders of more than 50% in principal amount of all Outstanding Securities entitled to the benefit of such covenant, by Act of such Holders, waive such compliance in such instance with such term, provision or condition, but no . No such waiver contemplated by this Section 1008 shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular instance, instance to comply with (a) any covenant or condition set forth in Sections 10.04 restriction other than any covenant or 10.05 restriction relating to (i) the payment of principal of or set forth in a Board Resolution premium, if any, or indenture supplemental hereto with respect to interest, if any (including the Securities Fundamental Change Purchase Price, if applicable), on any Note or (ii) the payment or delivery of such series, unless otherwise specified in such Board Resolution or indenture supplemental heretothe consideration due upon conversion of any Note, if before or after the time for such compliance the Holders of not less than a majority in aggregate principal amount of the outstanding Notes shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition and (b) ARTICLE 6, if before the time for such compliance the Holders of a majority in principal amount of the Outstanding Securities of all series affected by such waiver (voting as one class) outstanding Notes shall, by Act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant or conditionrestriction; provided, but however, that such waiver of ARTICLE 6 shall in no way affect, change, or limit the Company’s obligations under ARTICLE 3; but, no such waiver pursuant to this Section 5.07 shall extend to or affect such covenant or condition restriction except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition restriction shall remain in full force and effect. Nothing in this Section 10.06 shall permit the waiver of compliance with any covenant or condition set forth in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent of the Holder of each Outstanding Security affected thereby.

Waiver of Certain Covenants. The Company Issuer may omit in respect of any series of Securities, in any particular instance, be excused from failing to comply with any covenant term, provision or condition set forth in Sections 10.04 Section 4.02 or 10.05 or set forth in a Board Resolution or indenture supplemental hereto with respect to the Securities of such series, unless otherwise specified in such Board Resolution or indenture supplemental hereto4.04, if before or after the time for such compliance the Holders of not less than at least a majority in principal amount Principal Amount at Maturity of the Outstanding outstanding Securities of all series affected by such waiver (voting as one class) shall, by Act act of such Securityholders delivered to the Company and the Trustee (in accordance with Section 1.04 hereof)Holders, either waive such compliance in such instance or generally waive compliance with such covenant term, provision or condition, condition but no such waiver shall extend to or affect such covenant term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company Issuer, and the duties of the Trustee in respect of any such covenant term, provision or condition shall remain in full force and effect. Nothing in this Section 10.06 The Issuer may, but shall permit not be obligated to, fix a record date for the waiver purpose of determining the Persons entitled to waive compliance with any covenant or condition set forth hereunder. If a record date is fixed, the Holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to waive any such compliance, whether or not such Holders remain Holders after such record date; provided that unless the Holders of at least a majority in such Board Resolution or indenture supplemental hereto which, if in the form of an indenture supplemental hereto, would not be permitted by Section 9.02 without the consent Principal Amount at Maturity of the outstanding Securities affected shall have waived such compliance prior to the date which is 90 days after such record date, any such waiver previously given shall automatically and without further action by any Holder be canceled and of each Outstanding Security affected therebyno further effect.