Common use of Without Consent of Holders Clause in Contracts

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board Board of directors Directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of by a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any Guarantor Guarantor, as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth under the captions “Description of Notes” and “Description of Debt Securities” in the Prospectus prospectus supplement relating to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate)Notes. Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors Directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesNoteholder: (a) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply evidence the succession of another Person to the Company (or any guarantor) and the assumption by any such successor of the obligations of the Company (or those of any guarantor) in accordance with Section 6.3the provisions of Article 5; (c) to add any additional Events of Default; (d) to add to the covenants of the Company for the benefit of the Holders of all the Notes or to surrender any right or power herein conferred upon the Company; (e) to add one or more guarantees for the benefit of Holders of the Notes or to release one or more guarantees in accordance with this Indenture or any supplemental indenture hereto; (f) add collateral security with respect to the Notes; (g) to add or appoint a successor or separate Trustee or other agent; (h) to provide for the issuance of any Additional Notes; (i) to comply with any requirements in connection with qualifying this Indenture under the Trust Indenture Act; (j) to comply with the rules of any applicable securities depository; (k) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (dl) to add guarantors with respect conform the provisions of this Indenture to the “Description of Notes,” “Description of the Notes and Guarantees,” “Description of Debt Securities” and any similar sections of any offering memorandum or secure prospectus prepared in connection with the Notesissuance of the Notes (with the basis for any such amendment pursuant to this clause (l) to be set forth in an Officers’ Certificate); (em) to evidence a successor to change any other provision if the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of any Noteholder. After an amendment under this Section 9.01 becomes effective, the Holders of any Notes then outstanding in any material respect; (j) Company shall mail to provide for the issuance of Additional Notes in accordance with the limitations set forth in the IndentureNoteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.01.

Without Consent of Holders. The Company, when authorized by resolutions of the board of managers of the General Partner and the board of directors of the ParentGuarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of managers of the General Partner and the board of directors of the Parent Guarantor, in each case, certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without Without the consent of any Holder of Holders, the Notes hereto for Company and any affected Guarantor, each when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (a) to evidence the succession of another Person to the Company or any Guarantor and the assumption by any such successor of the covenants of the Company or any Guarantor contained herein and in the Securities or to add any Guarantors of the Securities; or (b) to add to the covenants of the Company and the Guarantors for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantors; or (c) to add any additional Events of Default; or (d) to provide for uncertificated Securities in addition to or in place of the certificated Securities; or (e) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee pursuant to the requirements of Section 6.09; or (f) to secure the Securities or any Guarantee; or (g) to cure any ambiguity, defect to correct or inconsistency supplement any provision in the this Indenture which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture; , provided that this such action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes;; or (h) to comply with the applicable procedures any requirement of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Trust Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Act.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the ParentGuarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate)Prospectus. Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent Guarantor certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee maymay amend or supplement this Indenture, from time the Securities or the Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of a Security for the Notes hereto for one or more of the following purposespurpose of: (a1) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence evidencing a successor to the Company as obligor or to any Guarantor as guarantor and the assumption by that successor of the Company or such Guarantor’s obligations under this Indenture, the Indenture with respect to Securities and the NotesGuarantees; (f2) adding to surrender any the covenants of the Company’s rights Company or powers under the Indenture; (g) to add covenants or events of default Guarantors for the benefit of the Holders of or surrendering any Notesright or power conferred upon the Company or a Guarantor; (h3) to comply with securing the applicable procedures obligations of the DepositaryCompany or a Guarantor in respect of the Securities; (i4) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide evidencing and providing for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee trustee in accordance with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeArticle 8; (l5) to comply complying with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, as contemplated by this Indenture or otherwise; (m6) providing for conversion rights of Holders if any reclassification or change of Common Stock or any consolidation, merger or sale of all or substantially all of the Company’s property and assets occurs or otherwise complying with the provisions of this Indenture in the event of a merger, consolidation or transfer of assets (including the provisions of Section 4.10 and Article 6); (7) adding guarantees with respect to reflect the release of any Securities or releasing a Guarantor as guarantor, in accordance with the provisions terms of the this Indenture; and; (n8) curing any ambiguity, omission, mistake, defect or inconsistency in this Indenture; (9) to conform making any change that will not adversely affect the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent rights of the Holders of in any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2material respect.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the ParentParent Guarantor, and the Trustee may, from time to time and at any time, enter into an indenture Indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and; (nh) to secure the Notes; (i) to add guarantors with respect to the Notes; or (j) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth under the captions “Description of Notes” and “Description of Debt Securities” in the Prospectus accompanying prospectus supplement and prospectus relating to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate)Notes. Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent Guarantor certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Notwithstanding Section 9.02, the Company, when authorized by resolutions of the board of directors of Guarantors (with respect to the Parent, Guarantees) and the Trustee maymay amend or supplement this Indenture, from time to time the Notes and at any time, enter into an indenture or indentures supplemental the Guarantees without the consent of any Holder of the Notes hereto for one or more of the following purposes:(except that no existing Guarantor need execute a supplemental indenture pursuant to clause (h) below): (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) to provide for the assumption of the Company’s or a Guarantor’s obligations to Holders of Notes and Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Company’s or such Guarantor’s assets, as applicable; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Holders of Notes or secure that does not adversely affect the Noteslegal rights hereunder or under the Notes and the Guarantees of any such Holder; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes[Intentionally Omitted]; (f) to surrender conform the text of this Indenture, the Guarantees or the Notes to any provision of the Company’s rights or powers under “Description of the IndentureNotes” section of the Offering Memorandum; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; (h) to allow any Guarantor to execute a supplemental indenture substantially in the form of Exhibit B hereto and/or a Guarantee with respect to the Notes; (i) to add any additional obligors under this Indenture, the Notes or change any of the provisions of Guarantees; (j) to add collateral to secure the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor TrusteeNotes; (k) to effect the appointment of a successor Trustee comply with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trusteeunder Section 4.01; (l) to comply with evidence and provide for the requirements acceptance of the SEC in order to effect or maintain the qualification of the Indenture under the TIA;an appointment by a successor Trustee; and (m) to reflect provide for the release of any Guarantor as guarantor, in accordance with the provisions issuance of the Indenture; and (n) Exchange Notes as provided for in this Indenture and the Registration Rights Agreement. Subject to conform the text of the IndentureSection 9.02, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon upon the written request of the Company, Company accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, Board Resolution authorizing the execution of any such amended or supplemental indenture, and upon receipt by the Trustee is hereby authorized to of the documents described in Section 7.02, the Trustee will join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any amended or supplemental indenture that unless such amended or supplemental indenture directly affects the Trustee’s own rights, duties or immunities under the this Indenture or otherwise, in which case the Trustee may in its discretion, but will not be obligated to, enter into such amended or supplemental indenture. Any After an amendment or supplement under this Section 9.01 becomes effective, the Company shall mail to Holders a notice briefly describing such amendment or supplement. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment or supplement under this Section 9.01. The Trustee shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel (other than with respect to a supplemental indenture to add a Guarantor) confirming that all conditions precedent are satisfied with respect to any supplemental indenture and that such supplemental indenture is authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2or permitted.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a1) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b2) to comply with Section 6.36.01 or 11.02; (c3) to provide reflect the addition or release of any Subsidiary Guarantor, as provided for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the by this Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h4) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA;; or (m5) to reflect make any change that would provide any additional benefit or rights to the release Holders or that does not adversely affect the rights of any Guarantor as guarantor, Holder in accordance any material respect; or (6) to make provisions with respect to the provisions conversion right of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus Holders pursuant to the extent that such provision requirements in the Prospectus was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the CompanyCompany and the Subsidiary Guarantors, accompanied by a copy Board Resolution of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in of each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, to and upon receipt by the Trustee of the documents described in Section 10.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture and make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties contained. After an amendment or immunities supplement under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Companybecomes effective, the Guarantors and the Trustee without the consent of Company shall mail to the Holders of any each Security affected thereby a notice briefly describing the amendment or supplement. Any failure of the Notes at Company to mail such notice, or any defect therein, shall not, however, in any way impair or affect the time outstanding, notwithstanding validity of any of the provisions of Section 8.2such supplemental indenture.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee maymay amend or supplement this Indenture or the Securities without notice to, from time to time and at or consent of, any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, omission, defect or inconsistency in inconsistency, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture; , provided that such action pursuant to this action clause (a) shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3provide for uncertificated Securities in addition to or in place of Certificated Securities; (c) to provide for uncertificated Notes the assumption of the Company’s obligations to Holders of Securities in addition to the case of a share exchange, merger or in place consolidation or sale of certificated Notesall or substantially all of the Company’s assets; (d) to add guarantors with respect to the Notes or secure the Notesa guarantor; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mf) to reflect secure the release Securities; (g) to increase the Conversion Rate; (h) to comply with the rules of any Guarantor as guarantorapplicable securities depositary, in accordance with including the provisions of the Indenture; andDepositary; (ni) to conform the text of the Indenture, any Guarantee this Indenture or the Notes Securities to any provision of the description thereof set forth “Description of the Notes” contained in the Prospectus to the extent that such provision in the Prospectus text of the “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Underwriters to be a recitation of the text of this Indenture or the Securities as represented by the Company to the trustee in an Officers’ Certificate; (j) to provide for a successor Trustee in accordance with the execution terms of this Indenture or to otherwise comply with any requirement of this Indenture; (k) to provide for the issuance of Additional Securities, to the extent that the Company and the Trustee deem such amendment or supplement necessary or advisable in connection with such issuance; provided that no such amendment or supplement shall impair the rights or interests of any Holder of outstanding Securities; or (l) to add to the covenants listed in Article 5 or Events of Default listed in Article 7 for the benefit of the Holders or surrender any right or power conferred upon the Company; (m) to establish the forms or terms of the Securities if issued in certificated form; (n) make any change to this Indenture or forms or terms of the Securities that would provide any additional rights or benefits to the Holders of Securities or that does not adversely affect in any material respect the legal rights under this Indenture or the Securities of any such Holder; or (o) to execute a supplemental indentureindenture in accordance with Section 4.09. Notwithstanding the foregoing, to make any further appropriate agreements and stipulations that no modification or amendment may be therein contained and made to accept the conveyance, transfer and assignment subordination provisions in Article 9 of this Indenture that adversely affects the rights of any property thereunder, but holder of Senior Debt then outstanding unless the Trustee shall not be obligated to, but may in its discretion, enter into holders of such Senior Debt (or any supplemental indenture that affects the Trustee’s own rights, duties group or immunities under the Indenture or otherwise. Any supplemental indenture representative thereof authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the to give a consent) consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2to such change.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesNoteholder: (ai) to cure any ambiguity, omission, defect or inconsistency inconsistency; (ii) to evidence the succession of another Person to the Company or any Subsidiary Guarantor and the assumption by any such Person of the obligations of the Company or such Subsidiary Guarantor, in each case, in accordance with the Indenture; provided that this action shall not adversely affect provisions of Article V; (iii) to add any additional Events of Default; (iv) to add to the interests covenants of the Company or any Subsidiary Guarantor for the benefit of the Holders of the Notes in or to surrender any material respectright or power herein conferred upon the Company or any Subsidiary Guarantor; (bv) to add one or more guarantees for the benefit of Holders of the Notes; (vi) to evidence the release of any Subsidiary Guarantor from its Guarantee of the Notes in accordance with this Indenture; (vii) to add collateral security with respect to the Notes or any Guarantee; (viii) to add or appoint a successor or separate Trustee or other agent; (ix) to provide for the issuance of the Exchange Notes, which shall have terms substantially identical in all material respects to the Initial Notes (except that the transfer restrictions contained in the Initial Notes shall be modified or eliminated, as appropriate, and there shall be no registration rights), and which shall be treated, together with any outstanding Initial Notes, as a single issue of securities; (x) to provide for the issuance of any Additional Notes; (xi) to comply with Section 6.3any requirement in connection with qualifying this Indenture under the Trust Indenture Act; (cxii) to comply with the rules of any applicable securities depository; (xiii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (dxiv) to add guarantors with respect to conform the text of this Indenture, the Notes or secure any Guarantee to any provision of the “Description of Notes;” section of the Offering Memorandum to the extent such provision in such “Description of Notes” was intended to set forth, verbatim or in substance, a provision of this Indenture, the Notes or the Guarantees; and (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ixv) to make any change that if the change does not adversely affect the interests of any Noteholder. After an amendment under this Section 9.1 becomes effective, the Holders of any Notes then outstanding in any material respect; (j) Company shall mail or electronically deliver to provide for the issuance of Additional Notes in accordance with the limitations set forth in the IndentureNoteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the ParentGuarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent Guarantor certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee maymay amend this Indenture, from time the Notes or the Subsidiary Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, defect or inconsistency in evidence the Indenture; provided that this action shall not adversely affect the interests assumption by a successor Person of the Holders obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes or a Subsidiary Guarantee, as applicable, in any material respectcompliance with Article 5; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dii) to add guarantors guarantees with respect to the Notes or secure release a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee or this Indenture in accordance with the Notesapplicable provisions of this Indenture; (eiii) to evidence a successor convey, transfer, assign, mortgage or pledge any property to or with the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the NotesTrustee; (fiv) to surrender any of right or power this Indenture may confer on the Company’s rights or powers under the Indenture; (gv) to add to the covenants or events of default made in this Indenture for the benefit of the Holders of any Notesall Notes (as determined in good faith by the Company and evidenced by an Officers’ Certificate); (h) to comply with the applicable procedures of the Depositary; (ivi) to make any change that does not adversely affect the interests of the Holders rights of any Holder of Notes then outstanding (as determined in good faith by the Company and evidenced by an Officers’ Certificate); provided, however, that the Trustee shall not be responsible for making such determination; or (vii) to add any material respectadditional Events of Default; (jviii) to provide for secure the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary Subsidiary Guarantee; (ix) to evidence and provide for the acceptance of appointment of a successor Trustee by an additional or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeNotes; (lx) to comply cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture as the requirements Company and the Trustee may deem necessary and desirable; provided that such action shall not adversely affect the rights of the SEC in order to effect or maintain the qualification Holders of the Indenture under Notes in any material respect (as determined in good faith by the TIACompany and evidenced by an Officers’ Certificate); (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nxi) to conform the text of the this Indenture, any Guarantee the Notes or the Notes Subsidiary Guarantees to any provision contained under the heading “Description of the description thereof set forth notes” in the Prospectus Offering Memorandum to the extent that such provision contained under the heading “Description of notes” in the Prospectus Offering Memorandum was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee the Notes or the Notes Subsidiary Guarantees (as certified determined in an Officer’s Certificate). Upon the written request of the Company, accompanied good faith by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and evidenced by an Officers’ Certificate); (xii) to provide for the Guarantors issuance of Additional Notes of the same or another series in accordance with the execution limitations set forth in this Indenture as of any such supplemental indenturethe Issue Date, or to provide for the issuance of exchange notes; (xiii) to make any further appropriate agreements and stipulations that may be therein contained and amendment to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance, administration and book-entry transfer of the Notes; provided, however, that (i) compliance with this Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; or (xiv) to obtain or maintain the qualification of this Indenture under the Trust Indenture Act or other applicable law. (b) After an amendment under this Section 8.1 may be executed by the Company9.1 becomes effective, the Guarantors and Company shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the Trustee without the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2an amendment under this Section.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in this Indenture or the Indenture; provided Notes in a manner that this action shall does not adversely affect the interests rights of any Holder; (ii) provide for the assumption by a Successor Company or Successor Guarantor, as the case may be, of the obligations of the Company, OI Inc., OI Group or the other Guarantors under Article V; (iii) provide for the assumption of the obligations of the Company and the Guarantors to Holders of the Notes by OI Inc. in any material respectaccordance with Article V and Section 11.05; (biv) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture additional Guarantees with respect to the Notes; (fv) secure the Notes; (vi) add to surrender any the covenants of the Company’s rights , the Guarantors or powers under the Indenture; (g) to add covenants OI Inc. or events of default for the benefit of the Holders of or surrender any Notesright or power conferred upon the Company, the Guarantors or OI Inc.; (hvii) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectHolder; (jviii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of appoint a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeNotes; (lix) to comply with the requirements any requirement of the SEC in order to effect or maintain connection with the qualification of the this Indenture under the TIA;Trust Indenture Act; or (mx) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed Indenture to the “Description of Notes” section in the Offering Memorandum, as supplemented by the Companypricing term sheet. After an amendment under this Section 9.01 becomes effective, the Guarantors Company shall mail to Holders a notice briefly describing such amendment and make such notice available on the Trustee without Company’s website. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of an amendment under this Section 8.29.01.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of a Security for the Notes hereto for one or more of the following purposespurpose of: (a1) to cure any ambiguity, defect or inconsistency in evidencing the Indenture; provided that this action shall not adversely affect the interests succession of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor another corporation to the Company as obligor or to any Guarantor as guarantor under and the Indenture with respect to the Notes; (f) to surrender any assumption by that successor corporation of the Company’s rights or powers obligations under this Indenture and the IndentureSecurities; (g2) adding to the covenants of the Company or add covenants or events of default any rights for the benefit of the Holders of or surrendering any Notesright or power conferred upon the Company; (h3) to comply with securing the applicable procedures obligations of the DepositaryCompany in respect of the Securities; (i4) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide evidencing and providing for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee trustee in accordance with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeArticle 8; (l5) to comply complying with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, as contemplated by this Indenture or otherwise; (m6) to reflect providing for conversion rights of Holders if any reclassification or change of Common Stock or any consolidation, merger or sale of all or substantially all of the release of any Guarantor as guarantor, in accordance Company’s property and assets occurs or otherwise complying with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth this Indenture in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation event of a provision merger, consolidation or transfer of the Indenture, such Note Guarantee or the Notes assets (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of including the provisions of Section 8.24.10 and Article 6); (7) establishing the forms or terms of the Securities; (8) curing any ambiguity, omission, defect or inconsistency in the Indenture, correcting or supplementing any provision in the Indenture, or making any other provisions with respect to matters or questions arising under the Indenture, so long as the interests of Holders of Securities are not adversely affected in any material respect under this Indenture, provided that such amendment made solely to conform the provisions of the Indenture to the corresponding description of the Securities contained in the applicable offering memorandum shall be deemed to not adversely affect the interests of the Holders; (9) making any change that will not adversely affect the rights of the Holders in any material respect.

Without Consent of Holders. The Company, when authorized by resolutions of This Indenture or the board of directors of the Parent, and the Trustee may, from time Notes may be amended without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of Noteholder by the Notes hereto for one or more of Company and the following purposesTrustee: (ai) to cure any ambiguity, omission, defect or inconsistency inconsistency; (ii) to evidence the succession of another Person to the Company or any Subsidiary Guarantor and the assumption by any such Person of the obligations of the Company or such Subsidiary Guarantor, in each case, in accordance with the Indenture; provided that this action shall not adversely affect provisions of Article V; (iii) to add any additional Events of Default; (iv) to add to the interests covenants of the Company or any Subsidiary Guarantor for the benefit of the Holders of the Notes in or to surrender any material respectright or power herein conferred upon the Company or any Subsidiary Guarantor; (bv) to add one or more guarantees for the benefit of Holders of the Notes; (vi) to evidence the release of any Subsidiary Guarantor from its Guarantee of the Notes in accordance with this Indenture; (vii) to add collateral security with respect to the Notes or any Guarantee; (viii) to add or appoint a successor or separate Trustee or other agent; (ix) to provide for the issuance of the Exchange Notes, which shall have terms substantially identical in all material respects to the Initial Notes (except that the transfer restrictions contained in the Initial Notes shall be modified or eliminated, as appropriate, and there shall be no registration rights), and which shall be treated, together with any outstanding Initial Notes, as a single issue of securities; (x) to provide for the issuance of any Additional Notes; (xi) to comply with Section 6.3any requirement in connection with qualifying this Indenture under the Trust Indenture Act; (cxii) to comply with the rules of any applicable securities depository; (xiii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nxiv) to conform the text of the this Indenture, the Notes or any Guarantee or the Notes to any provision of the description thereof set forth in “Description of Notes” section of the Prospectus Offering Memorandum to the extent that such provision in the Prospectus such “Description of Notes” was intended to be a set forth, verbatim recitation of or in substance, a provision of the this Indenture, such Note Guarantee the Notes or the Notes Guarantees; and (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, xv) to make any further appropriate agreements and stipulations that may be therein contained and to accept change if the conveyance, transfer and assignment change does not adversely affect in any material respect the interests of any property thereunderNoteholder. After an amendment under this Section 9.1 becomes effective, but the Trustee Company shall mail or electronically deliver to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders, or any defect therein, shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of a Security for the Notes hereto for one or more of the following purposespurpose of: (a1) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence evidencing a successor to the Company as obligor or to any Guarantor as guarantor under and the Indenture with respect to the Notes; (f) to surrender any assumption by that successor of the Company’s rights or powers obligations under this Indenture and the IndentureSecurities; (g2) adding to add the Company’s covenants or events of default for the benefit of the Holders of or surrendering any Notesright or power conferred upon the Company; (h3) to comply with securing the applicable procedures Company’s obligations in respect of the DepositarySecurities; (i4) to make any change that does not adversely affect the interests adding a guarantor or guarantors of the Holders of Securities or releasing any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes guarantor in accordance with the limitations set forth in the terms of this Indenture, or change any of the provisions of the Indenture as may be necessary to provide ; (5) evidencing and providing for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee trustee in accordance with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeArticle 8; (l6) to comply complying with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, as contemplated by this Indenture or otherwise; (m7) to reflect providing for conversion rights of Holders if any reclassification or change of Common Stock or any consolidation, merger or sale of all or substantially all of the release Company’s property and assets occurs or otherwise complying with the provisions of any Guarantor as guarantorthis Indenture in the event of a merger, consolidation or transfer of assets (including the provisions of Section 4.10 and Article 6); (8) increasing the Conversion Rate, (A) in accordance with the provisions terms of the Indenture; andSecurities or (B) provided that the increase will not adversely affect the interests of Holders; (n9) curing any ambiguity, omission or inconsistency in this Indenture or correcting or supplementing any defective provision contained in this Indenture; (10) providing for uncertificated Securities in addition to conform certificated Securities; (11) conforming the text Indenture to the description of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth Securities provided for in the Prospectus to Prospectus; or (12) making any change that will not adversely affect the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent interests of the Holders of in any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2material respect.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the this Indenture; (ge) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectHolder; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the form and terms and conditions of Securities of any Series as permitted by this Indenture, or change any of the provisions of the Indenture as may be necessary ; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions Article XII; or (l) to add Guarantors with respect to any or all of the Indenture; and (n) Securities or to conform the text secure any or all of the Indenture, any Guarantee Securities or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantees.

Without Consent of Holders. The CompanyNotwithstanding Section 9.02, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of Holder, the Notes hereto Company, the Guarantors and the Trustee at any time and from time to time, may amend this Indenture, the Notes, and/or the Note Guarantees for one or more any of the following purposes: (a) to cure evidence the succession of another corporation to the Company, any ambiguity, defect Guarantor or inconsistency in successive successions and the Indenture; provided that this action shall not adversely affect the interests assumption of the Holders covenants, agreements and obligations of the Notes Company or any Guarantor by a successor in any material respectaccordance with Article 5; (b) to comply with Section 6.3add to the covenants of the Company for the benefit of the Holders, or to surrender any of its rights or powers; (c) to provide add Events of Default for uncertificated Notes in addition to or in place the benefit of certificated Notesthe Holders; (d) to add guarantors with respect to, change or eliminate any provision of this Indenture applying to the Notes Notes; provided that the Company deems such action necessary or secure advisable and that such action does not adversely affect the interests of any Holder of the Notes; (e) to evidence and provide for a successor Trustee or to add to or change any provisions to the Company as obligor or extent necessary to any Guarantor as guarantor under the Indenture with respect to appoint a separate Trustee for the Notes; (f) to surrender cure any of the Companyambiguity, defect or inconsistency under this Indenture, or to make other provisions with respect to matters or questions arising under this Indenture as evidenced by an Officer’s rights or powers under the IndentureCertificate; (g) to add covenants supplement any provisions of this Indenture necessary to defease and discharge the Notes or events of default for the benefit of the Holders of any Notes; (h) to comply this Indenture otherwise in accordance with the applicable procedures defeasance or discharge provisions of Article 8, as the Depositary; (i) to make any case may be; provided that such change that or modification does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (h) to add to, change or eliminate any provisions of this Indenture in accordance with the Trust Indenture Act or to comply with the provisions of DTC, Euroclear or Clearstream or the Trustee with respect to provisions of this Indenture or the Notes relating to transfers or exchanges of Notes or beneficial interests in the Notes; (i) to provide collateral security for the Notes; (j) to provide for additional Guarantors in accordance with Article 10 or Section 4.07 or to release a Guarantor in accordance with Article 10; (k) to provide for the issuance of Additional Notes in accordance ranking equally with the limitations set forth Notes in all respects (other than the Indentureissue date, or change any issue price and initial Interest Payment Date of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee;such Additional Notes); or (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision to the “Description of the description thereof set forth Notes” contained in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the IndentureOffering Memorandum, such Note Guarantee or the Notes (as certified in evidenced by an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) a. to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) b. to comply with Section 6.3Article V; (c) c. to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) d. to surrender any of the Company’s rights or powers under the this Indenture; (g) e. to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (h) f. to comply with the applicable procedures of the applicable Depositary; (i) g. to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectSecurityholder; (j) h. to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the form and terms and conditions of Securities of any Series as permitted by this Indenture, or change any of the provisions of the Indenture as may be necessary ; i. to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (l) j. to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (m) k. to reflect the release of any Guarantor as guarantor, in accordance with the provisions Article XII; or l. to add Guarantors with respect to any or all of the Indenture; and (n) Securities or to conform the text secure any or all of the Indenture, any Guarantee Securities or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantees.

Without Consent of Holders. The Company, when authorized by the resolutions of the board Board of directors of Directors, the Parent, Guarantor and the Trustee may, from time to time time, and at any time, time enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Officers’ Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Guarantor’s Secretary or Assistant Secretary, Secretary authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee may, from time to time and at any time, Trustees may enter into an indenture supplemental indentures that amend, waive or indentures supplemental supplement the terms of this Indenture, the Notes or the Subsidiary Guarantees without the notice to or consent of any Holder of the Notes hereto for one or more of the following specific purposes: (ai) to evidence the assumption by a successor Person of the obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes or a Subsidiary Guarantee; (ii) to add guarantees with respect to the Notes or release a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee or this Indenture as permitted by this Indenture; (iii) to convey, transfer, assign, mortgage or pledge any property to or with the Trustees for the benefit of the Holders; (iv) to surrender any right or power this Indenture may confer on the Company; (v) to add to the covenants made in this Indenture for the benefit of the Holders of all Notes (as determined in good faith by the Company); (vi) to make any change that does not adversely affect the rights of any Holder in any material respect (as determined in good faith by the Company); (vii) to add any additional Events of Default; (viii) to secure the Notes or any Subsidiary Guarantee; (ix) to evidence and provide for the acceptance of appointment by additional or successor Trustees with respect to the Notes; (x) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (bxi) to comply with Section 6.3conform the text of this Indenture, the Notes or the Subsidiary Guarantees to any provision contained under the heading “Description of Notes” in the Offering Memorandum to the extent that such provision contained under the heading “Description of Notes” in the Offering Memorandum was intended to be a verbatim recitation of a provision of this Indenture, the Notes or the Subsidiary Guarantees (as determined in good faith by the Company); (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (jxii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any this Indenture as of the provisions Issue Date; (xiii) if permitted by applicable law, to combine the responsibilities and obligations of the U.S. Trustee and the Canadian Trustee into a single trustee for all purposes of this Indenture as may be necessary and the Notes or to provide for remove the acceptance of appointment of a successor Trustee or facilitate Canadian Trustee, subject to the administration assumption of the trusts hereunder Canadian Trustee’s obligations under this Indenture by a successor the U.S. Trustee; (kxiv) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and amendment to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 Indenture relating to the transfer, legending and delegending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance, administration and book-entry transfer of the Notes; provided, however, that (i) compliance with this Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law, including Canadian Securities Laws, and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes (except as may be executed by required to comply with securities laws); or (xv) to supplement any provisions of this Indenture necessary to defease and discharge the Company, Notes or this Indenture (in accordance with Article 8 herein); provided that such action does not adversely affect the Guarantors and the Trustee without the consent interests of the Holders of any Notes in any material respect (as determined in good faith by the Company). (b) After an amendment under this Section 9.1 becomes effective, the Company shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2an amendment under this Section.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to comply with Article 5 or Section 10.12; (b) to cure any ambiguity, omission, defect or inconsistency in inconsistency; (c) to make any other change that does not adversely affect the rights of any Securityholder; (d) to add covenants, including applicable defeasance provisions relating thereto, and Events of Default or to surrender any rights the Company has under this Indenture that do not adversely affect the Holders of the Securities; (e) to provide security for the Securities; (f) to make provisions with respect to the conversion right of the Holders pursuant to the requirements of Section 10.12 and Section 10.01; (g) to evidence and provide for the acceptance of appointment hereunder by a successor or another Trustee with respect to the Securities; (h) to comply with the provisions of the TIA, or with any requirement of the SEC arising as a result of the qualification of this Indenture under the TIA; (i) to add or release any Guarantor pursuant to the terms of this Indenture; and (j) to release any Guarantor pursuant to the terms of this Indenture other than as contemplated under Article 11, provided that this action shall it does not adversely affect the interests of the Holders of the Notes Securities in any material respect; (b) ; provided that any amendment made within 15 days after the date of this Indenture solely to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place conform the provisions of certificated Notes; (d) to add guarantors with respect this Indenture to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any description of the Company’s rights or powers under Securities contained in the Indenture; (g) Offering Memorandum will not be deemed to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Securities.

Without Consent of Holders. The Company(a) Notwithstanding Section 9.02 of this Indenture, when authorized by resolutions of the board of directors of Issuer, the ParentGuarantors, the Trustee and the Trustee mayother parties thereto, from time to time and at as applicable, may amend or supplement any time, enter into an indenture Note Documents or indentures supplemental the Note Guarantees without the consent of any Holder of the Notes hereto for one or more of the following purposesto: (a1) to cure any ambiguity, defect omission, defect, error or inconsistency inconsistency, conform any provision of the Note Documents to the “Description of the Notes” contained in the Indenture; provided that this action shall not adversely affect Offering Memorandum, or reduce the interests minimum denomination of the Holders of the Notes in any material respectNotes; (b2) to comply with Section 6.3provide for the assumption by a successor Person of the obligations of the Issuer or the Guarantors under any Note Document; (c3) to provide for uncertificated Notes in addition to or in place of certificated NotesNotes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (d4) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default provide for a Note Guarantee for the benefit of the Holders of or surrender any Notesright or power conferred upon the Issuer, the Company or any Restricted Subsidiary; (h5) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Holder in any material respect; (j6) to provide make such provisions as necessary (as determined in good faith by the Issuer) for the issuance of Additional Notes Notes; (7) provide for any Restricted Subsidiary to provide a Note Guarantee in accordance with Section 4.16, to add Note Guarantees, to add security to or for the limitations set forth in benefit of the IndentureNotes, or change to confirm and evidence the release, termination, discharge or retaking of any Note Guarantee or Lien (including the Collateral and the Security Documents) with respect to or securing the Notes when such release, termination, discharge or retaking is provided for under this Indenture or the Security Documents; (8) evidence and provide for the acceptance and appointment under this Indenture of a successor Trustee pursuant to the provisions of the Indenture as may be necessary requirements thereof or to provide for the acceptance of appointment of a successor accession by the Trustee or facilitate to any Note Document; or (9) in the administration case of the trusts hereunder Security Documents, to mortgage, pledge, hypothecate or grant a security interest in favor of the Security Agent for the benefit of parties to the Senior Facilities Agreement, in any property which is required by a successor Trustee; the Senior Facilities Agreement (kas in effect on the Issue Date) to effect the appointment of be mortgaged, pledged or hypothecated, or in which a successor Trustee with respect security interest is required to be granted to the Notes and to add to Security Agent, or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent necessary to grant a security interest for the benefit of any Person; provided that the granting of such provision security interest is not prohibited by this Indenture and Section 12.03 is complied with. (b) After an amendment becomes effective, the Issuer is required to mail to Holders a notice briefly describing such amendment. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment. In addition, for so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such exchange so require, the Issuer shall inform such exchange of any amendment, supplement or waiver and shall publish notice of such amendment, supplement or waiver in the Prospectus was intended Luxembourg in a daily newspaper with general circulation in Luxembourg (which is expected to be a verbatim recitation of a provision the Luxemburger Wort) or on the website of the Indenture, such Note Guarantee or the Notes Luxembourg Stock Exchange (as certified in an Officer’s Certificate▇▇▇.▇▇▇▇▇▇.▇▇). . (c) Upon the written request of the CompanyIssuer, accompanied and upon receipt by a copy the Trustee of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenturedocuments described in Section 11.06 hereof, the Trustee is hereby authorized to shall join with the Company and the Guarantors Issuer in the execution of any such amended or supplemental indenture, indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereundercontained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amended or supplemental indenture that affects the Trustee’s its own rights, duties or immunities under the this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee maymay amend this Indenture, from time the Notes or the Subsidiary Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, defect or inconsistency in evidence the Indenture; provided that this action shall not adversely affect the interests assumption by a successor Person of the Holders obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes or a Subsidiary Guarantee, as applicable, in any material respectcompliance with Article 5; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dii) to add guarantors guarantees with respect to the Notes or secure release a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee or this Indenture in accordance with the Notesapplicable provisions of this Indenture; (eiii) to evidence a successor convey, transfer, assign, mortgage or pledge any property to or with the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the NotesTrustee; (fiv) to surrender any of right or power this Indenture may confer on the Company’s rights or powers under the Indenture; (gv) to add to the covenants or events of default made in this Indenture for the benefit of the Holders of any Notesall Notes (as determined in good faith by the Company and evidenced by an Officer’s Certificate); (h) to comply with the applicable procedures of the Depositary; (ivi) to make any change that does not adversely affect the interests of the Holders rights of any Holder of Notes then outstanding (as determined in any material respectgood faith by the Company and evidenced by an Officer’s Certificate); provided, however, that the Trustee shall not be responsible for making such determination; (jvii) to provide for add any additional Events of Default; (viii) to secure the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary Subsidiary Guarantee; (ix) to evidence and provide for the acceptance of appointment of a successor Trustee by an additional or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeNotes; (lx) to comply cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture as the requirements Company and the Trustee may deem necessary and desirable; provided that such action shall not adversely affect the rights of the SEC in order to effect or maintain the qualification Holders of the Indenture under Notes in any material respect (as determined in good faith by the TIACompany and evidenced by an Officer’s Certificate); (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nxi) to conform the text of the this Indenture, any Guarantee the Notes or the Notes Subsidiary Guarantees to any provision contained under the heading “Description of the description thereof set forth notes” in the Prospectus Offering Memorandum to the extent that such provision contained under the heading “Description of notes” in the Prospectus Offering Memorandum was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee the Notes or the Notes Subsidiary Guarantees (as certified determined in good faith by the Company and evidenced by an Officer’s Certificate). Upon ; (xii) to provide for the written request issuance of Additional Notes of the Company, accompanied by a copy same or another series in accordance with the limitations set forth in this Indenture as of the resolutions Issue Date, or to provide for the issuance of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, exchange notes; (xiii) to make any further appropriate agreements and stipulations that may be therein contained and amendment to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance, administration and book-entry transfer of the Notes; provided, however, that (i) compliance with this Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; or (xiv) to obtain or maintain the qualification of this Indenture under the Trust Indenture Act or other applicable law. (b) After an amendment under this Section 8.1 may be executed by the Company9.1 becomes effective, the Guarantors and Company shall mail or send to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the Trustee without the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of an amendment under this Section 8.29.1.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not materially adversely affect the interests of the Holders of any Notes then outstanding in any material respectrespect the legal rights of any Securityholder; (je) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth form and terms and conditions of Securities of any Series as permitted by this Indenture; (f) in the Indenturecase of subordinated Securities, to make any change in the provisions of this Indenture or any supplemental indenture relating to subordination that would limit or terminate the benefits available to any holder of senior Debt under such provisions (but only if each such holder of senior Debt consents to such change); (g) to add to, change or eliminate any of the provisions of this Indenture with respect to Securities of a Series; although no such addition, change or elimination may apply to Securities of any Series created prior to the execution of such amendment and entitled to the benefit of such provision, nor may any such amendment modify the rights of a Holder of any Security with respect to such provision, unless the amendment becomes effective only when there is no outstanding Security of any Series created prior to such amendment and entitled to the benefit of such provision; (h) to secure the Securities of any Series or any Guarantee thereof; (i) to add additional Guarantor(s) of any Series of Securities; (j) to add to the Company’s or Guarantors’ covenants or obligations under this Indenture as may be necessary for the protection of the Holders or surrender any right, power or option conferred by this Indenture on the Company or the Guarantors; (k) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;; or (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee maymay amend or supplement this Indenture or the Securities without notice to, from time to time and at or consent of, any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, omission, defect or inconsistency in inconsistency, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture; , provided that such action pursuant to this action subsection (a) shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3provide for uncertificated Securities in addition to or in place of Certificated Securities; (c) to provide for uncertificated Notes the assumption of the Company’s obligations to Holders of Securities in addition to the case of a share exchange, merger or in place consolidation or sale of certificated Notesall or substantially all of the Company’s assets; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Notes Holders of Securities or secure that does not adversely affect in any material respect the Noteslegal rights under this Indenture of any Securityholder; (e) to evidence add a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notesguarantor; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mg) to reflect secure the release Securities; (h) to comply with the rules of any Guarantor as guarantorapplicable securities depositary, including the Depositary; (i) to increase the Conversion Rate; (j) to execute a supplemental indenture in accordance with the provisions of the Indenture; andSection 7.08; (nk) to conform the text of the Indenture, any Guarantee this Indenture or the Notes Securities to any provision of the description thereof set forth “Description of the Notes” contained in the Prospectus Offering Circular to the extent that such provision in the Prospectus text of the “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Initial Purchaser to be a recitation of the text of this Indenture or the Securities as represented by the Company to the Trustee in an Officers’ Certificate; (l) to provide for a successor Trustee in accordance with the execution terms of this Indenture or to otherwise comply with any such supplemental indenturerequirement of this Indenture; (m) to provide for the issuance of Additional Securities, to make any further appropriate agreements and stipulations the extent that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Company and the Trustee without deem such amendment or supplement necessary or advisable in connection with such issuance; provided that no such amendment or supplement shall impair the consent rights or interests of any Holder of Initial Securities; (n) to add to the Company’s covenants for the benefit of the Holders or surrender any right or power conferred on the Company; or (o) to modify the restrictions and procedures for resale and other transfers of any Securities or Common Stock pursuant to law, regulation or practice relating to the resale or transfer of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2restricted securities generally.

Without Consent of Holders. The CompanyIssuers, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to surrender any of the Notes Issuers’ rights or secure the Notespowers under this Indenture; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Securityholder as determined in any material respectgood faith by the Issuers, as evidenced in an Officer’s Certificate delivered to the Trustee; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the Indenture, or change any form and terms and conditions of the provisions Securities of the Indenture any Series as may be necessary permitted by this Indenture; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions terms of the Indenture; andor (nl) to conform the text add Guarantors with respect to any or all of the Indenture, Securities or to secure any Guarantee or all of the Securities or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantee.

Without Consent of Holders. The Notwithstanding Section 9.2, the Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Notes without the consent of any Holder of the Notes hereto for one or more of the following purposesNotes: (a) to cure any ambiguity, omission, mistake, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) to provide for the assumption of the Company’s or any Subsidiary Guarantor’s obligations to Holders of Notes in accordance with this Indenture in the case of a merger or consolidation or sale, assignment, transfer, conveyance or disposal of all or substantially all of the Company’s or such Subsidiary Guarantor’s assets; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Notes Holders of Notes, to surrender any right or secure power conferred upon the NotesCompany or any Subsidiary Guarantor, or to make any change that does not materially adversely affect the legal rights under this Indenture of any such Holder; (e) to evidence a successor comply with requirements of the Commission in order to effect or maintain the Company as obligor or to any Guarantor as guarantor qualification of this Indenture under the Indenture with respect to the NotesTIA; (f) to surrender any add a Subsidiary Guarantor under this Indenture or to release a Subsidiary Guarantor from its Note Guarantee in accordance with the provisions of the Company’s rights or powers under the this Indenture; (g) to add covenants or events of default evidence and provide for the benefit acceptance of the Holders of any Notesappointment by a successor Trustee; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (ni) to conform the text of the this Indenture, any Guarantee the Note Guarantees or the Notes to any provision of the description thereof set forth in “Description of Notes” section of the Prospectus Offering Memorandum to the extent that such provision in the Prospectus was is intended to be a verbatim recitation of a provision thereof; or (j) to grant any Lien in favor of the Indenture, such Note Guarantee or Trustee for the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent benefit of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Notes.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Trustee and the Trustee Company may, from time to time and at any time, enter into an indenture or indentures supplemental without the vote or consent of any Holder of Notes, modify, waive, supplement or amend this Indenture or the Notes hereto for one or more of the following purposespurpose of: (a) adding (i) to cure the Company’s covenants such further covenants, restrictions, conditions or provisions, and (ii) to the Company’s Events of Default such further events of default, in each case as are for the benefit of the Holders of the Notes; (b) surrendering any ambiguity, defect right or inconsistency power conferred upon the Company; (c) securing the Notes pursuant to the requirements thereof or otherwise; (d) evidencing the succession of another Person to the Company and the assumption by any such successor of the Company’s covenants and obligations in the Notes and in this Indenture pursuant to Article IV; this Indenture; (e) establishing the form or terms of any Additional Notes as permitted under (f) providing for the acceptance of an appointment under this Indenture of a successor trustee, registrar, co-registrar, paying agent, transfer agent or representative of the trustee in Argentina; provided that the successor trustee, registrar, co-registrar, paying agent, transfer agent or representative of the trustee in Argentina is otherwise qualified and eligible to act as such under the terms of this action shall Indenture; (g) complying with any mandatory requirements of the CNV (to the extent such requirements do not adversely affect the interests interest of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes); (h) to comply with the applicable procedures of the Depositary;making any modification correcting or supplementing any ambiguous, inconsistent or defective provision contained in this Indenture or in such Notes; and (i) to make making any change that other modification, or granting any waiver or authorization of any breach or proposed breach, of any of the terms and conditions of such Notes or any other provisions of this Indenture in any manner which does not adversely affect the interests interest of the Holders of any the Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the The Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereundercontained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amended or supplemental indenture that adversely affects the Trustee’s own or any Agent’s rights, duties or immunities under the this Indenture or otherwise. Any Promptly after the execution by the Company and the Trustee of any amended or supplemental indenture authorized by pursuant to the provisions of this Section 8.1 may be executed by the CompanySection, the Guarantors and Company at its expense will give notice thereof to the Trustee without Holders as specified in Section 12.5, and, if applicable, shall give notice to the consent CNV, setting forth in general terms the substance of such amended or supplemental indenture. If the Company fails to give such notice to the Holders of any the Notes within 15 days after the execution of such supplement or amendment, the Trustee will give notice to the Holders at the Company’s expense. Any failure of the Notes at Company or the time outstandingTrustee to give notice, notwithstanding or any defect therein, shall not, however, in any way impair or affect the validity of the provisions of Section 8.2any such amendment or supplement.

Without Consent of Holders. The Company, when authorized by the resolutions of the board Board of directors of Directors, the Parent, Guarantor and the Trustee may, from time to time time, and at any time, time enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any the Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Officers’ Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Guarantor’s Secretary or Assistant Secretary, Secretary authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Note Guarantors and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (bii) to comply with Section 6.3Article IV in respect of the assumption by a Successor Company of the obligations of the Company under the Notes and this Indenture; (ciii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (div) to add guarantors guarantees with respect to the Notes or to secure the Notes; (ev) to evidence a successor add to the covenants of the Company as obligor for the benefit of the Holders or to surrender any Guarantor as guarantor under right or power herein conferred upon the Indenture Company in the Indenture; (vi) to add any additional Events of Default with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (hvii) to comply with the applicable procedures any requirements of the DepositarySEC in connection with effecting or maintaining the qualification of this Indenture under the TIA; (iviii) to make any change that would provide any additional rights or benefits to the Holders that does not adversely affect the interests of the Holders rights of any Notes then outstanding Holder in any material respect; (jix) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to evidence and provide for the acceptance of appointment of by a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture as are necessary to provide for or facilitate the administration of the trusts by more than one Trustee;; or (lx) to comply correct or supplement any provision in this Indenture that may be inconsistent with the requirements of the SEC in order to effect or maintain the qualification any other provision of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and other provisions with respect to accept matters or questions arising under this Indenture, so long as such actions shall not adversely affect the conveyance, transfer and assignment interests of any property thereunderHolder. (b) After an amendment under this Section 9.1 becomes effective, but the Trustee Company shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee maymay amend or supplement this Indenture or the Securities without notice to, from time to time and at or consent of, any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in inconsistency, to correct or supplement any material respectprovision herein which may be inconsistent with any other provision herein; (b) to comply with Section 6.3provide for uncertificated Securities in addition to or in place of Certificated Securities; (c) to provide for uncertificated Notes the assumption of the Company’s obligations to Holders of Securities and the adjustment of conversion rights in addition to the case of a share exchange, merger or in place consolidation or sale of certificated Notesall or substantially all of the Company’s assets; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Notes Holders of Securities or secure that does not adversely affect in any material respect the Noteslegal rights under this Indenture of any Securityholder; (e) to evidence add a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notesguarantor; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mg) to reflect secure the release Securities; (h) to comply with the rules of any Guarantor as guarantorapplicable securities depositary, including the Depositary; (i) to increase the Base Conversion Rate; (j) to execute a supplemental indenture in accordance with the provisions of the Indenture; andSection 5.10; (nk) to conform the text of the Indenture, any Guarantee this Indenture or the Notes Securities to any provision of the description thereof set forth “Description of the Notes” contained in the Prospectus to the extent that such provision in the Prospectus text of the “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Underwriters to be a recitation of the text of this Indenture or the Securities as represented by the Company to the trustee in an Officers’ Certificate; (l) to provide for a successor Trustee in accordance with the execution terms of this Indenture or to otherwise comply with any such supplemental indenturerequirement of this Indenture; (m) to add to the covenants listed in Article 6 for the benefit of the Holders or surrender any right or power conferred upon the Company; (n) to provide for the issuance of Additional Securities, to make any further appropriate agreements and stipulations the extent that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Company and the Trustee without deem such amendment or supplement necessary or advisable in connection with such issuance; provided that no such amendment or supplement shall impair the consent of the Holders rights or interests of any Holder of Initial Securities; or (o) to modify the Notes at restrictions and procedures for resale and other transfers of Securities or Common Stock pursuant to law, regulation or practice relating to the time outstanding, notwithstanding any resale or transfer of the provisions of Section 8.2restricted securities generally.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) to provide for the assumption of the Company’s obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the Company’s properties or assets; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Holders of Notes or secure that does not adversely affect the Noteslegal rights under this Indenture of any Holder, provided that any change to conform this Indenture to an offering memorandum relating to a Registered Exchange Offer of the Notes will not be deemed to adversely affect the legal rights under this Indenture of any Holder; (e) to evidence a successor secure the Notes or the Subsidiary Guarantees pursuant to the Company as obligor requirements of the covenant described in Section 3.5 hereof or to any Guarantor as guarantor under the Indenture with respect to the Notesotherwise; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (kg) to effect add any additional Guarantor or to evidence the appointment release of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeGuarantor from its Subsidiary Guarantee, in each case as provided in this Indenture; (lh) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA;Trust Indenture Act; or (mi) to reflect evidence or provide for the release acceptance of appointment under this Indenture of a successor trustee. After an amendment under this Indenture becomes effective, the Company is required to mail to the Holders a notice briefly describing such amendment. However, the failure to give such notice to all the Holders, or any Guarantor as guarantordefect therein, in accordance with will not impair or affect the provisions validity of the Indenture; and (n) to conform the text of the Indenture, any Guarantee amendment or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of Restricted Subsidiaries, the ParentTrustee, and the Trustee mayCollateral and Intercreditor Agent (in the case of the Collateral Documents only) may amend this Indenture, from time the Notes and the Collateral Documents without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (bii) to comply with Section 6.3Article IV in respect of the assumption by a Surviving Entity of the obligations of the Company under the Notes, this Indenture and the Collateral Documents; (ciii) to conform any provision in this Indenture, the Notes or the Collateral Documents to the Information Memorandum; (iv) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (dv) to add guarantors Guarantees with respect to the Notes or secure the Notesto add additional Collateral or to add additional grantors or pledgors of Collateral; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (gvi) to add to the covenants or events of default the Company for the benefit of the Holders of or to surrender any Notesright or power herein conferred upon the Company or any Restricted Subsidiary; (hvii) to comply with the applicable procedures any requirements of the Depositary;SEC in connection with qualifying this Indenture under the TIA; or (iviii) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests of the Holders rights of any Notes then outstanding Holder in any material respect;, including, without limitation, in the case of Collateral Documents, as contemplated therein. (jb) After an amendment under this Section 9.1 becomes effective, the Company shall mail to provide for the issuance of Additional Notes in accordance with the limitations set forth in the IndentureHolders a notice briefly describing such amendment. The failure to give such notice to all Holders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend this Indenture or the Notes of a series without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder Noteholder of the Notes hereto for one or more of the following purposessuch series: (a) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply evidence the succession of another Person to the Company (or any guarantor) and the assumption by any such successor of the obligations of the Company (or those of any guarantor) in accordance with Section 6.3the provisions of Article 5; (c) to add any additional Events of Default; (d) to add to the covenants of the Company for the benefit of the Holders of all the Notes of such series or to surrender any right or power herein conferred upon the Company; (e) to add one or more guarantees for the benefit of Holders of the Notes or to release one or more guarantees in accordance with this Indenture or any Supplemental Indenture hereto; (f) add collateral security with respect to the Notes of such series; (g) to add or appoint a successor or separate Trustee or other agent; (h) to provide for the issuance of any Notes or Additional Notes of such series; (i) to comply with any requirements in connection with qualifying this Indenture under the Trust Indenture Act; (j) to comply with the rules of any applicable securities depository; (k) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (dl) to add guarantors with respect conform the provisions of this Indenture to the “Description of Notes,” “Description of the Notes and Guarantees” and “Description of Debt Securities” sections of any offering memorandum or secure prospectus prepared in connection with the Notesissuance of the Notes (with the basis for any such annulment pursuant to this clause (l) to be set forth in an Officers’ Certificate); (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (im) to make changes to this Indenture applicable only to other series of Notes issuable hereunder; and (n) to change any other provision if the change that does not adversely affect the interests of any Noteholder of such series. After an amendment under this Section 9.01 becomes effective, the Holders of any Notes then outstanding in any material respect; (j) Company shall mail to provide for the issuance of Additional Notes in accordance with the limitations set forth in the IndentureNoteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.01.

Without Consent of Holders. The Company, when authorized by resolutions of Company and the board of directors of the Parent, Guarantors and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (ai) to cure any ambiguity, defect or inconsistency in the Indentureinconsistency; provided provided, however, that this action shall such amendment or supplement does not adversely affect the interests rights of the Holders of the Notes any Holder in any material respect; (bii) to comply effect the assumption by a successor Person of all obligations of the Company under the Securities and this Indenture in connection with Section 6.3any transaction complying with Article Five of this Indenture; (ciii) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (hiv) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA; (mv) to make any change that would provide any additional benefit or rights to the Holders; (vi) to make any other change that does not adversely affect the rights of any Holder under this Indenture; (vii) to evidence the succession of another Person to any Guarantor and the assumption by any such successor of the covenants of such Guarantor herein and in the Guarantee; (viii) to add to the covenants of the Company or the Guarantors for the benefit of the Holders, or to surrender any right or power herein conferred upon the Company or any Guarantor; (ix) to secure the Securities pursuant to the requirements of Section 4.18 or otherwise; or (x) to reflect the release of any a Guarantor as guarantor, from its obligations with respect to its Guarantee in accordance with the provisions of the Indenture; and (n) Section 11.03 and to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus add a Guarantor pursuant to the extent requirements of Section 11.07; provided, however, that the Company has delivered to the Trustee an Opinion of Counsel and an Officers' Certificate each stating that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee amendment or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join supplement complies with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.01.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee maymay amend this Indenture, from time the Notes or the Subsidiary Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, defect or inconsistency in evidence the Indenture; provided that this action shall not adversely affect the interests assumption by a successor Person of the Holders obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes or a Subsidiary Guarantee, as applicable, in any material respectcompliance with Article 5; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dii) to add guarantors guarantees with respect to the Notes or secure release a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee or this Indenture in accordance with the Notesapplicable provisions of this Indenture; (eiii) to evidence a successor convey, transfer, assign, mortgage or pledge any property to or with the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the NotesTrustee; (fiv) to surrender any of right or power this Indenture may confer on the Company’s rights or powers under the Indenture; (gv) to add to the covenants or events of default made in this Indenture for the benefit of the Holders of any Notesall Notes (as determined in good faith by the Company and evidenced by an Officers’ Certificate); (h) to comply with the applicable procedures of the Depositary; (ivi) to make any change that does not adversely affect the interests of the Holders rights of any Holder of Notes then outstanding (as determined in any material respectgood faith by the Company and evidenced by an Officers’ Certificate); provided, however, that the Trustee shall not be responsible for making such determination; (jvii) to provide for add any additional Events of Default; (viii) to secure the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary Subsidiary Guarantee; (ix) to evidence and provide for the acceptance of appointment of a successor Trustee by an additional or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeNotes; (lx) to comply cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture as the requirements Company and the Trustee may deem necessary and desirable; provided that such action shall not adversely affect the rights of the SEC in order to effect or maintain the qualification Holders of the Indenture under Notes in any material respect (as determined in good faith by the TIACompany and evidenced by an Officers’ Certificate); (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nxi) to conform the text of the this Indenture, any Guarantee the Notes or the Notes Subsidiary Guarantees to any provision contained under the heading “Description of the description thereof set forth notes” in the Prospectus Offering Memorandum to the extent that such provision contained under the heading “Description of notes” in the Prospectus Offering Memorandum was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee the Notes or the Notes Subsidiary Guarantees (as certified determined in an Officer’s Certificate). Upon the written request of the Company, accompanied good faith by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and evidenced by an Officers’ Certificate); (xii) to provide for the Guarantors issuance of Additional Notes of the same or another series in accordance with the execution limitations set forth in this Indenture as of any such supplemental indenturethe Issue Date, or to provide for the issuance of exchange notes; (xiii) to make any further appropriate agreements and stipulations that may be therein contained and amendment to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance, administration and book-entry transfer of the Notes; provided, however, that (i) compliance with this Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; or (xiv) to obtain or maintain the qualification of this Indenture under the Trust Indenture Act or other applicable law. (b) After an amendment under this Section 8.1 may be executed by the Company9.1 becomes effective, the Guarantors and Company shall mail or send to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the Trustee without the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2an amendment under this Section.

Without Consent of Holders. The CompanyIssuers, when authorized by resolutions of the board of directors of the Parent, any Guarantor and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectSecurityholder; (je) to provide for the issuance of Additional Notes in accordance with and establish the limitations form and terms and conditions of the Securities of any Series as permitted by this Indenture; (f) to conform the text of this Indenture or the Securities to any provision of the description thereof set forth in a prospectus, to the Indenture, extent that such provision in the prospectus was intended to be a verbatim recitation of a provision of this Indenture or change the Securities; (g) to add Guarantors with respect to any or all of the provisions Securities or to secure any or all of the Securities or the Guarantee; (h) to add additional obligors under this Indenture as may be necessary and the Securities; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA;; or (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Article XII.

Without Consent of Holders. The CompanyNotwithstanding Section 9.2, when authorized by resolutions of the board of directors of Issuers, the Parent, Subsidiary Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Notes without the consent of any Holder of the Notes hereto for one or more of the following purposesNotes: (a) to cure any ambiguity, omission, mistake, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) to provide for the assumption of the Issuers’ or any Subsidiary Guarantor’s obligations to Holders of Notes in accordance with this Indenture in the case of a merger or consolidation or sale, assignment, transfer, conveyance or disposal of all or substantially all of the Issuers’ or such Subsidiary Guarantor’s assets in accordance with Sections 5.1 and 5.2; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Notes Holders of such Notes, to surrender any right or secure power conferred upon the NotesIssuers or any Subsidiary Guarantor, or to make any change that does not materially adversely affect the legal rights under this Indenture of any such Holder; (e) to evidence a successor comply with requirements of the Commission in order to effect or maintain the Company as obligor or to any Guarantor as guarantor qualification of this Indenture under the Indenture with respect to the NotesTIA; (f) to surrender any add a Subsidiary Guarantor under this Indenture or to release a Subsidiary Guarantor from its Note Guarantee in accordance with the provisions of the Company’s rights or powers under the this Indenture; (g) to add covenants or events of default evidence and provide for the benefit acceptance of the Holders of any Notesappointment by a successor ▇▇▇▇▇▇▇; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;; or (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (ni) to conform the text of the this Indenture, any Guarantee the Note Guarantees or the Notes to any provision of the description thereof set forth in “Description of Notes” section of the Prospectus Offering Memorandum to the extent that such provision in the Prospectus was is intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (thereof as certified in evidenced by an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, may at any time and from time to time and at time, without notice to or consent of any timeHolder, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (ai) to evidence the succession of another Person to the Company and the Guarantors and the assumption by such successor of the covenants and Obligations of the Company under this Indenture and contained in the Securities and the Guarantors contained in this Indenture and the Guarantees; (ii) to add to the covenants of the Company, for the benefit of the Holders, or to surrender any right or power conferred upon the Company or the Guarantors by this Indenture; (iii) to add any additional Events of Default; (iv) to provide for uncertificated Securities in addition to or in place of certificated Securities; (v) to evidence and provide for the acceptance of appointment under this Indenture by the successor Trustee; (vi) to secure the Securities and/or the Guarantees; (vii) to cure any ambiguity, defect to correct or inconsistency supplement any provision in this Indenture which may be inconsistent with any other provision therein or to add any other provisions with respect to matters or questions arising under the Indenture; , provided that this action shall such actions will not adversely affect the interests of the Holders of the Notes in any material respect;; or (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dviii) to add guarantors with respect or release any Guarantor pursuant to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions terms of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Indenture.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, may at any time and from time to time and at time, without notice to or consent of any timeHolder, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (ai) to evidence the succession of another Person to the Company and the Guarantors and the assumption by such successor of the covenants and Obligations of the Company under this Indenture and contained in the Securities and the Guarantors contained in this Indenture and the Guarantees; (ii) to add to the covenants of the Company, for the benefit of the Holders, or to surrender any right or power conferred upon the Company or the Guarantors by this Indenture; (iii) to add any additional Events of Default; (iv) to provide for uncertificated Securities in addition to or in place of certificated Securities; (v) to evidence and provide for the acceptance of appointment under this Indenture by the successor Trustee; (vi) to secure the Securities and/or the Guarantees; (vii) to cure any ambiguity, defect to correct or inconsistency supplement any provision in the this Indenture which may be inconsistent with any other provision therein or to add any other provisions with respect to matters or questions arising under this Indenture; , provided that this action shall such actions will not adversely affect the interests of the Holders of the Notes in any material respect;; or (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dviii) to add guarantors with respect or release any Guarantor pursuant to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions terms of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Indenture.

Without Consent of Holders. The CompanyIssuers, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to surrender any of the Notes Issuers’ rights or secure the Notespowers under this Indenture; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Securityholder as determined in any material respectgood faith by the Issuers, as evidenced in an Officer’s Certificate delivered to the Trustee; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the Indenture, or change any form and terms and conditions of the provisions Securities of the Indenture any Series as may be necessary permitted by this Indenture; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions terms of the Indenture; andor (nl) to conform the text add Guarantors with respect to any or all of the Indenture, Securities or to secure any Guarantee or the Notes to any provision all of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision Securities of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantee.

Without Consent of Holders. The Company, when authorized by resolutions of Company may amend or supplement this Indenture or the board of directors of the Parent, and the Trustee may, from time Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect comply with Section 5.01 or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectSection 10.12; (b) to comply secure the obligations of the Company in respect of the Securities or add guarantees with Section 6.3respect to the Securities; (c) to evidence and provide for uncertificated Notes the appointment of a successor Trustee in addition to or in place of certificated Notesaccordance with Section 7.07; (d) to add guarantors comply with respect the provisions of any securities depositary, including DTC, clearing agency, clearing corporation or clearing system, or the requirements of the Trustee or the Registrar, relating to transfers and exchanges of the Notes or secure the NotesSecurities pursuant to this Indenture; (e) to evidence a successor add to the covenants of the Company as obligor described in this Indenture for the benefit of Holders or to surrender any Guarantor as guarantor under right or power conferred upon the Indenture with respect to the NotesCompany; (f) to surrender any of make provision with respect to adjustments to the Company’s rights Conversion Rate as required by this Indenture or powers under to increase the Conversion Rate in accordance with this Indenture;; or (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements requirement of the SEC in order to effect or maintain connection with the qualification of the this Indenture under the TIA; . In addition, the Company and the Trustee may enter into a supplemental indenture without the consent of Holders of the Securities to (mi) to reflect cure any ambiguity, defect, omission or inconsistency in this Indenture in a manner that does not, individually or in the release aggregate with all other changes, adversely affect the rights of any Guarantor as guarantor, Holder in accordance with the provisions of the Indenture; and any respect or (nii) to conform the text of the Indenture, any Guarantee Indenture or the Notes Securities to any provision of the description thereof set forth contained in the Prospectus to Offering Memorandum under the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision heading “Description of the Indenture, such Note Guarantee or the Notes (Notes,” as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified supplemented by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2related pricing term sheet.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantor and the Trustee may, from time may amend this Indenture without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in the Indenture; inconsistency, provided that this such action shall not adversely affect the interests of the Holders of the Notes in any material respect; (bii) to comply with Section 6.3Article IV or V in respect of the assumption by a Transferee Company or a Successor Company of the obligations of the Company under the Notes and this Indenture; (ciii) to comply with Article V in respect of assumption by a Successor Guarantor of the obligations of the Guarantor under the Guarantees and this Indenture; (iv) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (dv) to add guarantors additional guarantees with respect to the Notes or to secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (gvi) to add to the covenants of the Company or events of default the Guarantor for the benefit of the Holders of Notes or to surrender any right or power herein conferred upon the Company or the Guarantor; (vii) to add any additional Events of Default for the benefit of the Holders of the Notes; (h) to comply with the applicable procedures of the Depositary; (iviii) to make any change that does not adversely affect the interests rights of any Holder of the Holders of any Notes then outstanding in any material respect; (jix) to provide for the issuance of Additional Add On Notes as permitted by Section 2.11, which will have terms substantially identical to the other Outstanding Notes except as specified in accordance Section 2.11, and which will be treated, together with any other Outstanding Notes, as a single series of securities. (b) After an amendment under this Section 10.1 becomes effective, the limitations set forth in Company or the IndentureGuarantor (at its own expense) shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.1.

Without Consent of Holders. The Company, when authorized by the resolutions of the board Board of directors of Directors, the Parent, Guarantor and the Trustee may, from time to time time, and at any time, time enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to evidence a successor to the Company as obligor or to the Guarantor as guarantor under the Indenture with respect to the Notes; (b) to add to the covenants of the Company or those of the Guarantor for the benefit of the Holders of the Notes or to surrender any right or power conferred upon the Company or the Guarantor in the Indenture; (c) to add Events of Default for the benefit of the Holders of the Notes; (d) to amend or supplement any provisions of the Indenture; provided, that no amendment or supplement shall materially adversely affect the interests of the Holders of any Notes then outstanding; (e) to secure the Notes; (f) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts under the Indenture by more than one Trustee; (g) to provide for rights of Holders of the Notes if any consolidation, merger or sale of all or substantially all of the Company’s property or assets occurs; (h) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (kj) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change supplement any of the provisions of the Indenture to provide for the extent necessary to permit or facilitate administration by more than one Trusteedefeasance and discharge of the Notes; provided, that the action shall not adversely affect the interests of the Holders of the Notes in any material respect; (k) to make any amendment to the provisions of the Indenture relating to the transfer and legending of notes; provided, however, that such amendment does not materially and adversely affect the rights of Holders to transfer Notes; (l) to comply with the requirements any requirement of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect add additional guarantors for the release benefit of any Guarantor as guarantor, in accordance with the provisions Holders of the IndentureNotes; and (n) to conform the text of the Indenture, any the Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Officers’ Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Guarantor’s Secretary or Assistant Secretary, Secretary authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board Board of directors Directors of the Parentsole member of the sole General Partner and the Board of Directors of the Guarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that Indenture if this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any Guarantor the Guarantor, as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee Supplement or the Notes (as certified in an Officer’s Certificate)Prospectus. Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors Directors of the Parent sole member of the sole General Partner and the Board of Directors of the Guarantor, in each case, certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Issuer and the Trustee may, from time to time may modify and at amend or supplement this Indenture or the Securities of one or more Series or waive any time, enter into an indenture provision hereof or indentures supplemental thereof without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder then outstanding: (a) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the CompanyIssuer’s rights or powers under the this Indenture; (ge) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Securityholder as determined in any material respectgood faith by the Issuer, as evidenced in an Officer’s Certificate delivered to the Trustee; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the Indenture, or change any form and terms and conditions of the provisions Securities of the Indenture any Series as may be necessary permitted by this Indenture; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect evidence the release succession of any Guarantor as guarantoranother person to the Issuer, in accordance with or successive successions, and the provisions assumption by the successor person of the Indenturecovenants, agreements and obligations of such Issuer the pursuant to Article V; and (nl) to conform comply with the text of the Indenture, any Guarantee rules or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution regulations of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties securities exchange or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of automated quotation system on which any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Securities may be listed or traded.

Without Consent of Holders. The Company(a) Notwithstanding Section 8.02, when authorized by resolutions of the board of directors of Issuers, the Parent, Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Notes without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a1) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c2) to provide for uncertificated Notes in addition to or in place of certificated NotesNotes (provided, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code); (d3) to add guarantors with respect provide for the assumption of an Issuer’s or a Guarantor’s obligations to the Notes Holders in the case of a merger or secure the Notesconsolidation or sale of all or substantially all of such Issuer’s or Guarantor’s properties or assets; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i4) to make any change that would provide any additional rights or benefits to the Holders or that does not adversely affect the interests of the Holders legal rights of any Notes then outstanding Holder under this Indenture in any material respect; (j5) to secure the Notes or the Subsidiary Guarantees pursuant to the requirements of Section 4.12 or otherwise; (6) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k7) to effect the appointment add any additional Guarantor or otherwise provide for a guarantee of a successor Trustee with respect to the Notes and or to add to or change evidence the release of any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeGuarantor from its Subsidiary Guarantee, in each case, as provided in this Indenture; (l) 8) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIATrust Indenture Act; (m9) to reflect evidence or provide for the release acceptance of any Guarantor as guarantor, in accordance appointment under this Indenture of a successor Trustee with respect to the provisions of the Indenture; andNotes; (n10) to conform the text of the Indenture, any Guarantee this Indenture or the Notes to any provision of the description thereof set forth section entitled “Description of notes” in the Prospectus Offering Memorandum; or (11) to provide for the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision reorganization of the Indenture, such Note Guarantee or the Notes Company as any other form of entity in accordance with Section 5.01(c). (as certified in an Officer’s Certificate). b) Upon the written request of the CompanyIssuers, accompanied and upon receipt by a copy the Trustee of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenturedocuments described in Section 8.06, the Trustee is hereby authorized to shall join with the Company Issuers and the Guarantors in the execution of any such amended or supplemental indenture, indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereundercontained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amended or supplemental indenture that affects the Trustee’s its own rights, duties or immunities under the this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The CompanyNotwithstanding Section 9.2 of this Indenture, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of Holders, the Issuer, the Guarantors and the Trustee, at any time and from time to time, may amend or supplement this Indenture, the Notes hereto and the Note Guarantees for one or more any of the following purposes: (a1) to cure evidence the succession of a Person to the Issuer and the assumption by any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests such successor of the Holders covenants of the Issuer in this Indenture and the Notes in any material respectand, if applicable, the Note Guarantee; (b2) to comply with Section 6.3add to or modify the covenants, in each case, for the benefit of the Holders, or to surrender any right or power herein conferred upon the Issuer or a Restricted Subsidiary of the Issuer; (c3) to add additional Defaults or Events of Default; (4) to provide for uncertificated Notes in addition to or in place of the certificated Notes; (d5) to add guarantors with respect to evidence and provide for the Notes acceptance of appointment under this Indenture by a successor or secure the Notesreplacement Trustee; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j6) to provide for or confirm the issuance of Additional Notes in accordance with the limitations set forth in the terms of this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k7) to effect the appointment of add a successor Trustee with respect to the Notes and to add to Guarantor (including a parent guarantor) or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trusteerelease a parent guarantor; (l8) to cure any ambiguity, defect, omission, mistake or inconsistency; (9) to comply with make any change that would provide any additional rights or benefits to the requirements Holders or that does not adversely affect the legal rights under this Indenture of any such Holder; (10) to conform the text of this Indenture, the Notes or the Note Guarantee to any provision under the heading “Description of the SEC notes” in order the Offering Memorandum to the extent that the Trustee has received an Officers’ Certificate stating that such text constitutes an unintended conflict with, or is inconsistent with, the description of the corresponding provision in the “Description of the notes”; (11) to effect or maintain the qualification of the this Indenture under the TIA;Trust Indenture Act; or (m12) to reflect the release of any Guarantor as guarantor, in accordance with amend the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture; and (n) , including, without limitation, to conform facilitate the text issuance and administration of the Indenture, any Guarantee or the Notes to any provision Notes; provided that (i) compliance with this Indenture as so amended would not result in notes being transferred in violation of the description thereof set forth in Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the Prospectus rights of Holders to transfer Notes. Subject to Section 9.2, upon the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the CompanyIssuer, accompanied and upon receipt by a copy the Trustee of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenturedocuments described in Section 12.2, the Trustee is hereby authorized to shall join with the Company Issuer and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any amended or supplemental indenture that unless such amended or supplemental indenture directly affects the Trustee’s own rights, duties duties, liabilities or immunities under the this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such amended or supplemental indenture. Any supplemental indenture authorized by the provisions of After an amendment or supplement under this Section 8.1 may be executed by the Company9.1 becomes effective, the Guarantors and Issuer shall mail to Holders a notice briefly describing such amendment or supplement. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the Trustee without the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of an amendment or supplement under this Section 8.29.1.

Without Consent of Holders. The CompanyIssuer, when authorized by resolutions a resolution of its Board of Directors (as evidenced by the board delivery of directors of such resolution to the ParentTrustee), any Guarantor and the Trustee maymay modify, from time amend or supplement this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect or inconsistency inconsistency; (b) to provide for the assumption of the Issuer’s or a Guarantor’s obligations to holders of Notes and Guarantees by a successor to the Issuer or any Guarantor in the Indenture; provided case of a merger or consolidation or sale of all or substantially all of the Issuer’s or such Guarantor’s assets, as applicable; (c) to make any change that this action shall would provide any additional rights or benefits to the holders of Notes or that does not adversely affect the interests legal rights under this Indenture of the Holders of the Notes any such holder in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the this Indenture, any Guarantee the Guarantees or the Notes to any provision of this Description of the description thereof set forth in the Prospectus Notes to the extent that such provision in this Description of the Prospectus Notes was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee the Guarantees or the Notes Notes; (as certified e) to release any Guarantee in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join accordance with the Company and the Guarantors in the execution terms of this Indenture; (f) to allow any such supplemental indenture, Guarantor to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any execute a supplemental indenture that affects and/or a Guarantee with respect to the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.Notes;

Without Consent of Holders. The CompanyCompany and the Guarantors, in each case, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectrespect (as determined by the Company); (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (fe) to surrender any of the Company’s rights or powers under the Indenture; (gf) to add covenants or events of default for the benefit of the Holders of any Notes; (hg) to comply with the applicable procedures of the Depositary; (ih) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (ji) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (kj) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (lk) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (ml) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and; (m) to secure the Notes; (n) to add guarantors with respect to the Notes; or (o) to conform the text of the Indenture, any Note Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the this Indenture; (ge) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the applicable Depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectSecurityholder; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the form and terms and conditions of Securities of any Series as permitted by this Indenture, or change any of the provisions of the Indenture as may be necessary ; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions Article XII; or (l) to add Guarantors with respect to any or all of the Indenture; and (n) Securities or to conform the text secure any or all of the Indenture, any Guarantee Securities or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantees.

Without Consent of Holders. The Company, when This Section 7.1 replaces Section 14.01 of the Base Indenture with respect to the Notes only (and not any other series of Securities issued pursuant to the Base Indenture): When authorized by resolutions of or pursuant to a Board Resolution, the board of directors of Issuer, the Parent, Guarantors and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental (without the consent of any Holder the Holders of the Notes hereto Notes), at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any one or more of or all the following purposes: (a) to cure evidence the succession of another Person to the Issuer or a Guarantor, and the assumption by any ambiguitysuccessor of the covenants of the Issuer or such Guarantor, defect or inconsistency as the case may be, contained herein and in the IndentureNotes; (b) to add to the covenants and agreements of the Issuer, to be observed thereafter and during the period, if any, in such supplemental indenture or indentures expressed, and to add Events of Default, in each case for the protection or benefit of the Holders of the Notes, or to surrender any right or power herein conferred upon the Issuer; (c) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on the Notes; provided that this any such action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the this Indenture to provide as shall be necessary for or facilitate the administration of the trusts under the Indenture by more than one Trustee, pursuant to the requirements of Section 11.06(c) of the Base Indenture; (e) to secure the Notes; (f) to cure any inconsistency or ambiguity or to correct or supplement any provision contained in the Indenture or in any indenture supplemental hereto which may be mistaken, defective or inconsistent with any other provision contained herein or in any supplemental indenture; (g) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act; (h) to make any change in the Notes that does not adversely affect in any material respect the rights of the Holders of the Notes; (i) to provide for uncertificated securities in addition to certificated securities; (j) to permit or facilitate the issuance of the Notes in uncertificated form, provided that this action shall not adversely affect the interests of Holders of the Notes in any material respect; (k) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of the Notes; provided that any such action shall not adversely affect the interests of the Holders of the Notes in any material respect; or (l) to comply with effect the requirements of assumption by a subsidiary or a co-obligor pursuant to the SEC in order Indenture. Subject to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text Section 14.03 of the Base Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Issuer in the execution of any such supplemental indenture, to make any the further appropriate agreements and stipulations that which may be therein contained and to accept the conveyance, transfer and assignment transfer, assignment, mortgage or pledge of any property or assets thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 7.1 may be executed by the Company, the Guarantors Issuer and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Outstanding.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Subsidiary Guarantors and the Trustee may, from time may amend or supplement this Indenture or the Securities of any series without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect or inconsistency in the this Indenture; provided that this action such amendments or supplements shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3Article 5; (c) to provide for uncertificated Notes in addition to or in place maintain the qualification of certificated Notesthis Indenture under the Trust Indenture Act; (d) to add guarantors evidence and provide for the acceptance of appointment hereunder with respect to the Notes Securities of any or secure all series by a successor Trustee and to add to or change any of the Notesprovisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 7.09; (e) to evidence a successor establish the form or forms or terms of Securities of any series or of the coupons appertaining to the Company such Securities as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notespermitted by Section 2.03; (f) to surrender add any additional Event of the Company’s rights or powers under the IndentureDefault; (g) to add covenants any covenant or events of default agreement for the benefit of any Holder or to surrender any right or power conferred upon the Holders of any NotesCompany; (h) to comply with the applicable procedures of the Depositaryprovide for uncertificated or Unregistered Securities and to make all appropriate changes for such purpose; (i) to make any change that does not materially and adversely affect the interests of the Holders rights of any Notes then outstanding in any material respect;Holder; and (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee add guaranties with respect to the Notes and Securities, including any Subsidiary Guaranties, or to add to or change any of secure the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Securities.

Without Consent of Holders. The In lieu of the matters specified in clauses (1) – (9) of Section 9.01 of the Base Indenture (which clauses shall not apply with respect to the Notes), with respect to the Notes, without prior notice to, or consent of, any Holder of Notes, the Company, when authorized by resolutions of the board of directors of the Parentor pursuant to a Board Resolution, and the Trustee mayTrustee, at any time and from time to time and at any time, may, pursuant to Section 9.01 of the Base Indenture as modified hereby, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more supplemental indentures, in form satisfactory to the Trustee, for any one of the following purposes: (a) to cure any ambiguity, ambiguity or omission or correct any defect or inconsistency in the Indenture; provided that this Indenture and the Notes, so long as such action shall will not adversely affect the interests of the Holders of the Notes in any material respectNotes; (b) to comply with evidence and provide for the assumption by a Successor Company of obligations of the Company under the Indenture, including its obligations to provide for the adjustments to conversion rights as set forth in Section 6.311.04 hereof; (c) to provide for uncertificated Notes in addition to or in place any guarantee of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (ed) to evidence a successor add to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any covenants of the Company’s rights Company or powers under the Indenture; (g) to add covenants or events of default its Subsidiaries for the benefit of the Holders of or surrender any Notesright or power conferred upon Company or its Subsidiaries, by the Indenture; (he) make any changes or modifications to comply the Indenture necessary in connection with the applicable procedures registration of the Depositary; (i) to make any change that does not adversely affect the interests public offer and sale of the Holders of any Notes then outstanding in any material respect; (j) to provide for under the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, Securities Act or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act; (mf) to reflect evidence and provide for the release acceptance of the appointment of a successor Trustee; (g) comply with the rules of any Guarantor as guarantorapplicable securities depositary, including DTC; (h) make any change that does not materially adversely affect the rights of any Holder of the Notes; provided that any amendment made solely to conform the provisions of the Indenture or the Notes to the “Description of Notes” section of the Prospectus Supplement will be deemed not to materially adversely affect the rights of any Holder; or (i) provide for the issuance of other series of Securities in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes and to change any provision of the description thereof set forth in the Prospectus to the extent Indenture that such provision in the Prospectus was is intended to be a verbatim recitation only for the benefit of a provision Securities other than the Notes. After an amendment under Section 9.01 of the IndentureBase Indenture or this Section 9.01 becomes effective, the Company shall send to Holders a notice briefly detailing such Note Guarantee amendment within 20 days after execution thereof; provided however, that any such notice filed by the Company pursuant to the SEC’s “▇▇▇▇▇” (or the Notes (any successor electronic filing system) shall be deemed to be delivered to Holders as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee time such notice is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions so filed for purposes of this Section 8.1 may be executed by 9.01. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the Company, the Guarantors and the Trustee without the consent validity of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of an amendment under this Section 8.29.01.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantor and the Trustee may, from time may amend this Indenture without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in the Indenture; inconsistency, provided that this such action shall not adversely affect the interests of the Holders of the Notes in any material respect; (bii) to comply with Section 6.3Article IV or V in respect of the assumption by a Transferee Company or a Successor Company of the obligations of the Company under the Notes and this Indenture; (ciii) to comply with Article V in respect of assumption by a Successor Guarantor of the obligations of the Guarantor under the Guarantees and this Indenture; (iv) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes; provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(t) of the Code; (dv) to add guarantors additional guarantees with respect to the Notes or to secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (gvi) to add to the covenants of the Company or events of default the Guarantor for the benefit of the Holders of Notes or to surrender any right or power herein conferred upon the Company or the Guarantor; (vii) to add any additional Events of Default for the benefit of the Holders of the Notes; (h) to comply with the applicable procedures of the Depositary; (iviii) to make any change that does not adversely affect the interests rights of any Holder of the Holders of any Notes then outstanding in any material respect; (jix) to provide for the issuance of Additional Add On Notes as permitted by Section 2.11, which will have terms substantially identical to the other Outstanding Notes except as specified in accordance Section 2.11, and which will be treated, together with any other Outstanding Notes, as a single series of securities. (b) After an amendment under this Section 10.1 becomes effective, the limitations set forth in Company or the IndentureGuarantor (at its own expense) shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantordefect therein, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.1.

Without Consent of Holders. The CompanyIssuers, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time may modify and at amend or supplement this Indenture or the Securities of one or more Series or waive any time, enter into an indenture provision hereof or indentures supplemental thereof without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder then outstanding: (a) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to surrender any of the Notes Issuers’ rights or secure the Notespowers under this Indenture; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Securityholder as determined in any material respectgood faith by the Issuers, as evidenced in an Officer’s Certificate delivered to the Trustee; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the Indenture, or change any form and terms and conditions of the provisions Securities of the Indenture any Series as may be necessary permitted by this Indenture; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (k) to evidence the succession of another person to an Issuer, or successive successions, and the assumption by the successor person of the covenants, agreements and obligations of such Issuer the pursuant to Article V; (l) to comply with the rules or regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions terms of the Indenture; andor (n) to conform the text add Guarantors with respect to any or all of the Indenture, Securities or to secure any Guarantee or all of the Securities or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantee.

Without Consent of Holders. The CompanyCompany and the Guarantor, when authorized by resolutions of the board Board of directors of the ParentDirectors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of by a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any Guarantor the Guarantor, as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes or the Guarantee; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee the Notes or the Notes Guarantee to any provision of the description thereof set forth under the captions “Description of the Notes” in the Prospectus prospectus supplement relating to the extent that such provision Notes and “Description of Debt Securities” in the Prospectus was intended prospectus accompanying the prospectus supplement relating to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate)Notes. Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 9.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.2 of this First Supplemental Indenture.

Without Consent of Holders. The Company, when authorized by resolutions (a) Subject to the provisions of the board of directors Collateral Agency Agreement limiting the ability of the ParentTrustee to amend the Notes and this Indenture, the Issuer, the Company and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a1) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b2) to comply with Section 6.3and as allowed by the provisions related to Article 5; (c3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (d4) to further secure the Notes and to add guarantors additional guarantees with respect thereto; (5) to establish or maintain the Liens of the Security Documents (including the perfection and priority contemplated by the Security Documents) with respect to the Notes Collateral or secure to correct or amplify the Notesdescription of the Collateral subject to the Liens of the Security Documents or to subject additional property to the Liens of the Security Documents; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g6) to add to the covenants of the Issuer or events of default the Company for the benefit of the Holders of or to surrender any Notesright or power conferred upon the Issuer the Company; (h7) to comply with the applicable procedures any requirements of the DepositarySEC in connection with qualifying this Indenture under the TIA; (i8) to make any change that does not adversely affect the rights of any Holder. (b) The Trustee may enter into amendments of the Collateral Agency Agreement and enter into amendments or consent to amendments of the Pledge Agreement and the Security Documents without notice to or the consent of any Holder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with and as allowed by the provisions related to Article 5; (3) to further secure the Notes or to add guarantees with respect thereto; (4) to add to the covenants of the Company or the Issuer for the benefit of the holders of the Indebtedness, the representatives of which are parties to the Collateral Agency Agreement; (5) to establish or maintain the Liens of the Pledge Agreement and the Security Documents (including the perfection and priority contemplated by the Security Documents) with respect to the Collateral or to correct or amplify the description of the Collateral subject to the Liens of the Pledge Agreement, the Security Documents or to subject additional property to the Liens of the Pledge Agreement or the Security Documents; (6) subject to the provisions of Section 4.12, to permit holders of Additional Indebtedness and Secondary Indebtedness to become parties to the Collateral Agency Agreement and receive the benefit of the Security Documents and to otherwise effect transactions permitted by Sections 4.12. 12.04, 12.05, 12.07, 12.08, 12.09 and 12.10; and (7) to make any change that does not adversely affect the interests rights of any Noteholder as evidenced by an Opinion of Counsel delivered to the Trustee; PROVIDED, that no such action shall be permitted if it causes any Lien to cease to be a first priority perfected Lien (or such other perfection and priority contemplated by the Security Documents) or diminishes the security afforded the Liens of the Holders Security Documents; PROVIDED, HOWEVER, that if the Trustee so requires, the Trustee shall have received an Opinion of Counsel with respect to such matters. Without limiting the generality of the foregoing, the Trustee, upon request of the Company and subject to the following paragraph, may, and shall at the direction of the majority of Holders, grant any Notes then outstanding in any material respect; consent not required to be granted hereunder (j) which consents which are required to provide for the issuance of Additional Notes in accordance with the limitations be granted include those set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (kArticle 12 and 13 hereof) to effect the appointment of a successor Trustee with respect to the Notes Collateral Agency Agreement and to add to or change any the Security Documents that does not impair the rights of the provisions Holders or the security afforded the Holders through the Collateral Agency Agreement and the Security Documents. Prior to requesting any such consent, the Company shall provide the Trustee with an Officer's Certificate that no Default or Event of Default has or will occur as a result of such extension, renewal or replacement or other action taken or to be taken for which such consent is requested. (c) After an amendment under this Section 9.01 becomes effective (except for any amendment prior to the issuance of the Indenture Notes) the Issuer shall mail to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantorHolders, and publish in accordance with Section 15.02, a notice briefly describing such amendment. The failure to give such notice to all Holders or to publish such notice, or any defect therein, shall not impair or affect the provisions validity of the Indenture; andan amendment under this Section 9.01. (nd) to conform the text of the Indenture, any Guarantee or the Notes This Indenture may be amended without notice to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the IndentureNoteholder, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by agreement between the Company, the Guarantors Issuer and the Trustee without Trustee, at any time prior to the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Issue Date.

Without Consent of Holders. The Without the consent of the Holders of any Notes, the Company, when authorized by resolutions of the board of directors of the Parent, Issuers and the Trustee maymay amend or supplement this Indenture, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto or the Pledge and Guarantee Agreement, for one or more any of the following purposes: (a1) to cure any ambiguity, omission, defect or inconsistency in inconsistency, (2) to provide for the Indenture; provided that this action shall not adversely affect the interests assumption by a Surviving Person of the Holders obligations of the Company or an Issuer under this Indenture, the Notes in any material respect;and the Pledge and Guarantee Agreement, as applicable, (b) to comply with Section 6.3; (c3) to provide for uncertificated Notes in addition to or in place of certificated Notes;Notes (provided that the uncertificated notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated notes are described in Section 163(f)(2)(B) of the Code), (d4) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture Guarantees with respect to the Notes;, to secure the Notes, to confirm and evidence the release, termination or discharge of any Guarantee or Lien with respect to or securing the Notes when such release, termination or discharge is provided for under this Indenture or the Pledge and Guarantee Agreement, (f) to surrender any of the Company’s rights or powers under the Indenture; (g5) to add to the covenants of the Company (with respect to the Pledge and Guarantee Agreement) or events of default the Issuers for the benefit of the Holders of or to surrender any Notes;right or power conferred upon the Company (with respect to the Pledge and Guarantee Agreement) or the Issuers, (h) to comply with the applicable procedures of the Depositary; (i6) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respect;Holder under the Notes, the Pledge and Guarantee Agreement, or this Indenture, (j7) to provide for or confirm the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;Notes; or (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) 8) to comply with the requirements any requirement of the SEC in order to effect or maintain connection with the qualification of this Indenture or the Indenture Pledge and Guarantee Agreement under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the ParentGuarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Note Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent Guarantor certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, privileges, powers, protections, limitations of liability, indemnities or immunities under the Indenture or otherwise. The Trustee shall have no responsibility for determining whether any such amendment or supplemental indenture will or may have an adverse effect on any Holder. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time may amend this Indenture or the Notes without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) to provide for the assumption of the Company's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the Company's properties or assets; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Holders of Notes or secure that does not adversely affect the Noteslegal rights under this Indenture of any Holder, provided that any change to conform this Indenture to an offering memorandum relating to a Registered Exchange Offer of the Notes will not be deemed to adversely affect the legal rights under this Indenture of any Holder; (e) to evidence a successor secure the Notes or the Subsidiary Guarantees pursuant to the Company as obligor requirements of the covenant described in Section 3.5 hereof or to any Guarantor as guarantor under the Indenture with respect to the Notesotherwise; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the this Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (kg) to effect add any additional Guarantor or to evidence the appointment release of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeGuarantor from its Subsidiary Guarantee, in each case as provided in this Indenture; (lh) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA;Trust Indenture Act; or (mi) to reflect evidence or provide for the release acceptance of appointment under this Indenture of a successor trustee. After an amendment under this Indenture becomes effective, the Company is required to mail to the Holders a notice briefly describing such amendment. However, the failure to give such notice to all the Holders, or any Guarantor as guarantordefect therein, in accordance with will not impair or affect the provisions validity of the Indenture; and (n) to conform the text of the Indenture, any Guarantee amendment or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend or supplement this Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto Securityholder for one or more of the following purposes: (a1) to cure any ambiguity, omission, defect or internal inconsistency in the Indenture; Indenture (as supplemented) (it being understood that any amendment described in this clause (1) of this Section 11.1 made solely to conform this Indenture to the final offering memorandum provided that this action shall to investors in connection with the initial offering of the Securities will be deemed not to adversely affect the rights or interests of the Holders of the Notes in any material respect;Holders); or (b2) to comply with Article 7 or Section 6.3;4.16 hereof; or (c3) to provide for uncertificated Notes in addition to or in place of certificated Notes;secure the Company's obligations under the Securities and this Indenture; or (d4) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add 's covenants or events of default for the benefit of the Holders of or to surrender any Notes;right or power conferred upon the Company; or (h5) to comply with the applicable procedures add a guarantor in respect of the Depositary;Company's obligations hereunder; or (i6) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to evidence and provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to under the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee;Indenture; or (l7) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor , as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied contemplated by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by ; or (8) to make any change that does not adversely affect the provisions rights of any Holders (it being understood that any amendment described in clause (1) of this Section 8.1 may 11.1 made solely to conform this Indenture to the final offering memorandum provided to investors in connection with the initial offering of the Securities will be executed by deemed not to adversely affect the Company, rights or interests of Holders); or (9) to pay interest or other amounts the Guarantors and Company is not obligated to pay; or (10) to take such other actions that the Trustee Indenture specifically permits the Company to take unilaterally without the requiring any consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Holders.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Corporation and the Trustee maymay amend or supplement this Indenture, from time a Guarantee or the Debentures without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of Debentureholder for the Notes hereto for one or more of the following purposespurpose of: (a) evidencing a successor to cure any ambiguity, defect the Corporation or inconsistency in a Guarantor and the Indenture; provided assumption by that this action shall not adversely affect the interests successor of the Holders of Corporation’s or one or more Guarantors’ obligations under this Indenture, a Guarantee and the Notes in any material respectDebentures; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect adding to the Notes Corporation’s or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add Guarantors’ covenants or events of default for the benefit of the Holders or surrendering any right or power conferred upon the Corporation or a Guarantor; (c) securing the Corporation’s or one or more of the Guarantors’ obligations in respect of the Debentures; (d) adding a Guarantor; (e) add additional assets as Collateral or grant any NotesLien in favor of the Collateral Agent to secure the Debentures and the Guarantees; (f) complying with the requirements of the Business Corporations Act (Ontario) applicable to trust indentures; (g) evidence and provide for the acceptance of an appointment under the Indenture of a successor trustee or collateral agent; provided that the successor trustee or collateral agent is otherwise qualified and eligible to act as such under the terms of this Indenture; (h) to comply with the applicable procedures of the Depositary;curing any ambiguity, omission, inconsistency or correcting or supplementing any defective provision contained in this Indenture; or (i) making any other changes to make any change this Indenture that does do not adversely affect the interests interest of the Holders of any Notes then outstanding in any material respect; respect (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth and in the Indenture, or case of a change any affecting the rights of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee , with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificateits consent). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without (a) Without the consent of any Holder of Notes, the Notes hereto for one Company, the Guarantors and the Trustee may amend or more of supplement this Indenture or the following purposesNotes: (a1) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c2) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d3) to provide for the assumption of the Company's or any Guarantor's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the Company's or such Guarantor's assets; (4) to comply with the rules of any applicable securities Depositary; (5) to comply with Section 5.01; (6) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to agreements and covenants of Holdings, the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default and its Restricted Subsidiaries for the benefit of the Holders or surrender any right or power conferred upon Holdings, the Company or any of any Notesits Restricted Subsidiaries; (h7) to comply with evidence and provide for the applicable procedures acceptance and appointment under this Indenture of a successor trustee pursuant to the Depositaryrequirements thereof; (i) 8) to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the interests of the Holders legal rights under this Indenture of any Notes then outstanding in any material respectsuch Holder (including, but not limited to, adding a Guarantor under this Indenture); (j9) to provide for the issuance of the exchange notes and the related Guarantees or Additional Notes in accordance with and the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;related Guarantees; and (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l10) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Trust Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Act.

Without Consent of Holders. The Company, when authorized by the resolutions of the board Board of directors of Directors, the Parent, Guarantor and the Trustee may, from time to time time, and at any time, time enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any the Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Officers’ Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Guarantor’s Secretary or Assistant Secretary, Secretary authorizing the execution of any supplemental indenture, and upon receipt of the documents delivered pursuant to Section 9.7 of the Base Indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, from time may amend or supplement this Indenture or the Securities or the Note Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of a Security for the Notes hereto for one or more of the following purposespurpose of: (a1) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence evidencing a successor to the Company as obligor or to any Guarantor as guarantor and the assumption by that successor of the Company's or such Guarantor's obligations under this Indenture, the Indenture with respect to Securities and the NotesGuarantees; (f2) adding to surrender any of the Company’s rights 's or powers under the Indenture; (g) to add any Guarantor's covenants or events of default for the benefit of the Holders of or surrendering any Notesright or power conferred upon the Company or any Guarantor; (h3) to comply with securing the applicable procedures Company's and any Guarantor's obligations in respect of the DepositarySecurities; (i4) to make any change that does not adversely affect the interests adding a guarantor or guarantors of the Holders of Securities or releasing any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes Guarantor in accordance with the limitations set forth in terms of the Indenture, or change any of the provisions of the Indenture as may be necessary to provide ; (5) evidencing and providing for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee trustee in accordance with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeArticle 8; (l6) to comply complying with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, as contemplated by this Indenture or otherwise; (m7) to reflect providing for conversion rights of Holders if any reclassification or change of Common Stock or any consolidation, merger or sale of all or substantially all of the release Company's property and assets occurs or otherwise complying with the provisions of any Guarantor as guarantorthis Indenture in the event of a merger, consolidation or transfer of assets (including the provisions of Section 4.10 and Article 6); (8) increasing the Conversion Rate, (A) in accordance with the provisions terms of the Indenture; andSecurities or (B) provided that the increase will not adversely affect the interests of Holders; (n9) curing any ambiguity, omission or inconsistency in this Indenture or correcting or supplementing any defective provision contained in this Indenture; (10) allowing any Guarantor to conform the text of the Indenture, any execute a supplemental indenture and/or Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus with respect to the extent Securities; or (11) making any change that such provision in will not adversely affect the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent interests of the Holders of in any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2material respect.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee maymay amend this Indenture, from time the Securities and the Subsidiary Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, omission, defect or inconsistency in this Indenture in a manner that does not individually or in the Indenture; provided that this action shall not aggregate adversely affect the interests rights of the Holders any Holder of the Notes Securities in any material respect; (b) to comply with Article 4 or Section 6.313.04 in respect of the assumption by a Successor Company of an obligation of the Company under this Indenture or any successor Guarantor under any Subsidiary Guarantee; (c) to provide for uncertificated Notes in addition add Guarantors with respect to the Securities or in place release Guarantors from Subsidiary Guarantees as provided or permitted by the terms of certificated Notesthis Indenture; (d) to add guarantors with respect to the Notes or secure the NotesSecurities; (e) to evidence a successor add to the covenants of the Company as obligor for the benefit of the Holders or to surrender any Guarantor as guarantor under right or power herein conferred upon the Indenture with respect to the NotesCompany; (f) to surrender comply with any requirement of the Company’s rights or powers SEC in connection with the qualification of this Indenture under the IndentureTIA; (g) to add covenants or events of default provide for the benefit acceptance of appointment by a successor Trustee or Paying Agent or facilitate the administration of the Holders of any Notestrusts under this Indenture by more than one Trustee or Paying Agent; (h) to comply with add to any Events of Default for the applicable procedures benefit of the DepositaryHolders of Securities; (i) to irrevocably elect or eliminate one or more Settlement Methods or, in the case of Combination Settlement, irrevocably elect a Specified Dollar Amount; (j) to make any change that does not materially adversely affect the interests of the Holders rights of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;Holder; or (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the this Indenture, any Subsidiary Guarantee or the Notes Securities to any provision the “Description of Notes” section of the description thereof Offering Memorandum as set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Officers’ Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indentureAfter an amendment under this Section 10.01 becomes effective, the Trustee is hereby authorized Company shall mail to join with the Company and the Guarantors in the execution of Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any such supplemental indenturedefect therein, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.01.

Without Consent of Holders. The Notwithstanding Section 10.02, the Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee maymay amend, from time to time and at supplement or waive any time, enter into an indenture or indentures supplemental provision of the Indenture Documents without the consent of any Holder of the Notes hereto for one or more of the following purposesto: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests or to make a modification of the Holders of the Notes in any material respecta formal, minor or technical nature or to correct a manifest error; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (c) comply with Article 6; (d) provide for the assumption of the Company’s or any Guarantor’s obligations to add guarantors with respect Holders in the case of a merger, consolidation, amalgamation or sale of all or substantially all of the assets of such Person pursuant to the Notes or secure the NotesArticle 6; (e) to evidence a successor add to the covenants of the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of or surrender any Notesright or power conferred upon the Company or any Guarantor; (hf) to comply with the applicable procedures of the Depositary; (i) to make any change that would provide any additional rights or benefits to the Holders or that does not adversely affect the interests of legal rights under the Holders Indenture Documents of any Notes then outstanding in any material respectHolder; (jg) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mh) to reflect the (i) enter into additional or supplemental Collateral Documents or (ii) release of any Guarantor as guarantor, Collateral in accordance with the terms of the Indenture Documents; (i) (i) enter into additional or supplemental Note Guarantees with respect to the Notes or (ii) release a Note Guarantee by a Guarantor, which release is otherwise permitted under this Indenture and would not result in a Default or Event of Default; (j) evidence and provide for the acceptance and appointment under this Indenture of a successor trustee pursuant to the requirements hereof; (k) make any amendment to the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; andprovided, however, that (i) compliance with this Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes; (l) provide for or confirm the issuance of Additional Notes in accordance with the terms of this Indenture; (m) add or replace First Priority Agents under the Intercreditor Agreement or to conform the provisions therein related to the collateral securing first priority claims (as defined therein) to the definition of First Priority Collateral; or (n) to conform the text of the Indenture, this Indenture or any Guarantee or the Notes other Indenture Document to any provision of the description thereof set forth “Description of the Notes” section in the Prospectus Offering Memorandum to the extent that such provision in of the Prospectus “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenturethis Indenture or any other Indenture Document, such Note Guarantee or the Notes (as certified in evidenced by an Officer’s Certificate). Upon the written request Officers’ Certificate of the CompanyCompany delivered to the Trustee. Notwithstanding the foregoing, accompanied by no amendment, supplement or waiver with respect to Section 5.22 shall be made pursuant to this Section 10.01. After an amendment, supplement or waiver under this Section 10.01 becomes effective, the Company shall mail to Holders a copy notice briefly describing such amendment. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the resolutions of the board of directors of the Parent certified by the corresponding Secretary amendment, supplement or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2waiver.

Without Consent of Holders. The Company, when authorized by resolutions of the board of managers of the General Partner and the board of directors of the ParentGuarantor, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: : (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; ; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; Indenture; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; outstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; ; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; ; (mg) to reflect the release of any the Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nh) to secure the Notes; (i) to add guarantors with respect to the Notes; and (j) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.the

Without Consent of Holders. The Company, when authorized by resolutions resolution of the board its Board of directors of the ParentDirectors, and the Trustee maymay amend, from time to time and at any time, enter into an indenture waive or indentures supplemental supplement this Indenture or the Securities without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a1) to cure any ambiguity, defect or inconsistency in or to make any other provisions with respect to matters or questions arising under this Indenture that shall not be inconsistent with the provisions of this Indenture; provided that this action shall such amendment does not in the opinion of the Trustee adversely affect the interests rights of the Holders of the Notes in any material respectHolder; (b2) to comply with Section 6.3mortgage, pledge, hypothecate or grant a security interest in favor of the Trustee as additional security for the payment and performance of the obligations hereunder, in any property or assets, including any which is required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted, to the Trustee; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i3) to make any change that does not adversely affect the interests of the Holders rights hereunder of any Notes then outstanding in any material respectHolder; (j4) to provide add to the covenants of the Company for the issuance benefit of Additional Notes the Holders, or to surrender any right or power herein conferred upon the Company, or to provide any additional rights or benefits to the Holders; (5) to evidence the succession of another person to the Company, and the assumption by any such successor of the obligations of the Company herein and in the Securities in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor TrusteeArticle 5; (k6) to effect evidence the appointment succession of a successor Trustee with respect Shoppers to the Company, and the assumption by Shoppers of the obligations of the Company herein and in the Securities; (7) to set out the form of the Exchange Notes and to add to or change set forth such other matters as are necessary in connection with the Exchange Offer that do not adversely affect the rights of any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee;Holder; or (l) 8) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor. provided that, in accordance each case (except with respect to clause (5) above concerning the provisions of Merger or clause (6) above), the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus Company has delivered to the extent Trustee an Opinion of Counsel and an Officers' Certificate, each stating that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indentureamendment, such Note Guarantee waiver or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join supplement complies with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.1.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend or supplement the Indenture or the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of a Security for the Notes hereto for one or more of the following purposespurpose of: (a) evidencing a successor to cure any ambiguity, defect or inconsistency in the Indenture; provided Company and the assumption by that this action shall not adversely affect the interests successor of the Holders of Company’s obligations under the Notes in any material respectIndenture and the Securities; (b) adding to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of or surrendering any Notesright or power conferred upon the Company; (hc) to comply with securing the applicable procedures Company’s obligations in respect of the DepositarySecurities; (id) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide evidencing and providing for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee trustee in accordance with respect to the Notes and to add to or change any Article Six of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeBase Indenture; (le) to comply complying with the requirements of the SEC in order to effect or maintain the qualification of the Base Indenture under the TIA, as contemplated by the Indenture or otherwise; (mf) to reflect complying with the release provisions of any Guarantor securities depositary, clearing agency, clearing corporation or clearing system, or the requirements of the Trustee or Registrar, relating to transfers and exchanges of the Securities pursuant to the Indenture; (g) making provision with respect to adjustments to the Conversion Rate as guarantor, required by the Indenture or to increase the Conversion Rate in accordance with the Indenture; (h) curing any ambiguity, omission, inconsistency or correcting or supplementing any defective provision contained in the Indenture; or (i) modifying any other provisions of the Indenture; and Indenture (n) other than those affecting the rights of a Holder to conform the text convert any of the Indenture, Securities) in any Guarantee or manner that will not adversely affect the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent interests of the Holders of in any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2material respect.

Without Consent of Holders. (a) The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee may, may at any time and from time to time and at time, without notice to or consent of any timeHolder, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (ai) to evidence the succession of another Person to the Company and the Guarantors and the assumption by such successor of the covenants and Obligations of the Company under this Indenture and contained in the Senior Notes and the Guarantors contained in this Indenture and the Guarantees; (ii) to add to the covenants of the Company, for the benefit of the Holders, or to surrender any right or power conferred upon the Company or the Guarantors by this Indenture; (iii) to add any additional Events of Default; (iv) to provide for uncertificated Senior Notes in addition to or in place of Certificated Senior Notes; (v) to evidence and provide for the acceptance of appointment under this Indenture by the successor Trustee; (vi) to secure the Senior Notes and/or the Guarantees; (vii) to cure any ambiguity, defect to correct or inconsistency supplement any provision in the this Indenture which may be inconsistent with any other provision therein or to add any other provisions with respect to matters or questions arising under this Indenture; , provided that this action shall such actions will not adversely affect the interests of the Holders of the Notes in any material respect;; or (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (dviii) to add guarantors with respect or release any Guarantor pursuant to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions terms of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Indenture.

Without Consent of Holders. The CompanyThis Indenture, when authorized by resolutions of the board of directors of Notes, the ParentSubsidiary Guarantees, the Collateral Documents and the Trustee may, from time Intercreditor Agreements may be amended or supplemented without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (bii) to comply with Section 6.3(a) Article IV in respect of the assumption by a Successor Company of an obligation of the Company under this Indenture, the Notes and the Collateral Documents and (b) Article IV and Article X in respect of the assumption by a Person of the obligations of a Subsidiary Guarantor under its Subsidiary Guarantee, this Indenture, the Collateral Documents and the Intercreditor Agreements; (ciii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (div) to add guarantors Guarantees with respect to the Notes or secure to release a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee or this Indenture in accordance with the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any applicable provisions of the Company’s rights or powers under the this Indenture; (gv) to add additional property or assets as Collateral to secure the Notes and the Subsidiary Guarantees or to appoint a Sub-Collateral Agent (as defined in the Security Agreement) for the purposes set forth in the Security Agreement; (vi) to release Liens in favor of the Junior Lien Collateral Agent in the Collateral as provided in Section 11.03 or otherwise in accordance with this Indenture, Collateral Documents or Intercreditor Agreements; (vii) to add to the covenants or events of default the Company for the benefit of the Holders Holders, add Events of Default or to surrender any Notesright or power herein conferred upon the Company or any Subsidiary Guarantor; (h) to comply with the applicable procedures of the Depositary; (iviii) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Holder in any material respect; (jix) [reserved]; (x) to provide for the appointment of a successor trustee; provided that the successor trustee is otherwise qualified and eligible to act as such under the terms of this Indenture; or provide for the appointment of a successor Collateral Agent; (xi) [reserved]; (xii) [reserved]; (xiii) [reserved]; or (xiv) To provide for or confirm the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions terms of this Section 8.1 may be executed by the CompanyIndenture. In addition, the Guarantors and the Trustee without the no consent of the Holders will be required under the Collateral Documents or the Intercreditor Agreements to effect any amendments and other modifications to, or replacements of, the Collateral Documents or the Intercreditor Agreements to add other parties (or any authorized agent thereof or trustee therefor) holding ABL Obligations, Permitted Additional Secured Obligations, Junior Indebtedness or Notes or any other Indebtedness that are Incurred in compliance with this Indenture and the Collateral Documents. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section. A consent to any amendment, supplement or waiver under this Indenture by any Holder given in connection with a tender of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2such Holder’s Note shall not be rendered invalid by such tender.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time may amend this Indenture and the Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, omission, defect or inconsistency in the this Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3Article 4 in respect of the assumption by a Successor Company of an obligation of the Company under this Indenture; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesDefinitive Securities; provided that such uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Internal Revenue Code of 1986, as amended (the “Code”), or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of the Code; (d) to secure the Securities or add guarantors guarantees with respect to the Notes or secure the Notesthereto; (e) to evidence a successor add to the covenants of the Company as obligor for the benefit of the Holders or to surrender any Guarantor as guarantor under right or power herein conferred upon the Indenture with respect to the NotesCompany; (f) to surrender any provide for the conversion of Securities in accordance with the Company’s rights terms of this Indenture following a Fundamental Change or powers under the IndenturePublic Acquirer Change of Control; (g) to add covenants or events of default for the benefit comply with any requirement of the Holders SEC in connection with the qualification of any Notesthis Indenture under the TIA; (h) to comply with provide for the applicable procedures acceptance of appointment by a successor Trustee or Paying Agent or facilitate the administration of the Depositarytrusts under this Indenture by more than one Trustee or Paying Agent; (i) to add to any Events of Default for the benefit of Holders of Securities; (j) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Holder in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;; or (k) to effect eliminate the appointment Company’s option to elect to pay cash to Holders of Securities surrendered for conversion in lieu of all or a successor Trustee with respect to the Notes and to add to or change any portion of the provisions shares of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements Common Stock issuable upon conversion of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor such Securities as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the IndentureSection 12.01(d), such Note Guarantee or the Notes (as certified in After an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indentureamendment under this Section 10.01 becomes effective, the Trustee is hereby authorized Company shall mail to join with the Company and the Guarantors in the execution of Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any such supplemental indenturedefect therein, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.01.

Without Consent of Holders. The Company, when authorized by resolutions with the consent of the board of directors of Trustee, may amend or supplement this Indenture or the Parent, and the Trustee may, from time Securities without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectcomply with Sections 5.01 and 10.11 ; (jii) to provide for the issuance of Additional Notes make any changes or modifications to this Indenture necessary in accordance connection with the limitations set forth in the Indenture, or change any registration of the provisions public offer and sale of the Indenture as may be necessary to provide for Securities under the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect Securities Act pursuant to the Notes and to add to Registration Rights Agreement or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (miii) to reflect evidence and provide the release acceptance to the appointment of a successor Trustee under this Indenture; (iv) to secure the obligations of the Company in respect of the Securities; (v) to add to the covenants of the Company described in this Indenture for the benefit of Securityholders or to surrender any Guarantor right or power conferred upon the Company; (vi) to make provisions with respect to adjustments to the Conversion Rate as guarantor, required by this Indenture or to increase the Conversion Rate in accordance with the provisions of the this Indenture; and (nvii) to conform make any changes of a formal, minor or technical nature or necessary to correct a manifest error or to comply with mandatory provisions of applicable law as evidenced by an Opinion of Counsel as long as such change does not adversely affect the text rights of the Holders of the Securities in any material respect. In addition, the Company and the Trustee may enter into a supplemental indenture without the consent of Holders of the Securities to (i) cure any ambiguity, defect, omission or inconsistency in this Indenture in a manner that does not, individually or in the aggregate with all other modifications made or to be made to the Indenture, adversely affect the rights of any Guarantee Holder; or (ii) conform this Indenture to the Notes to any provision description of the description thereof set forth Securities contained in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request Offering Memorandum of the Company, accompanied dated February 21, 2008 and used by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Initial Purchasers in the execution of any such supplemental indenture, to make any further appropriate agreements connection with offers and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent sales of the Holders of any of Securities (the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2“Offering Memorandum”).

Without Consent of Holders. The CompanyIssuer, when authorized by resolutions of the board of directors of the Parent, Guarantor and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Notes without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder, including to: (a) to cure any ambiguity, defect omission, inconsistency or inconsistency correct or supplement any defective provision contained in this Indenture that does not in the Indenture; provided that this action shall not good faith opinion of the Board of Directors or the Guarantor’s Board of Directors adversely affect the interests of the Holders of the Notes in any material respect; (b) evidence a successor to comply with Section 6.3the Issuer or the Guarantor and the assumption by that successor of the Issuer’s obligations or the Guarantor’s obligations, as applicable, under the Indenture and under the Notes; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture guarantees with respect to the Notes; (fd) to surrender any secure the Issuer’s or the Guarantor’s obligations in respect of the Company’s rights or powers under the IndentureNotes; (ge) add to add the Issuer’s covenants or events Events of default Default for the benefit of the Holders of or surrender any Notesright or power conferred upon the Issuer or the Guarantor; (hf) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding in any material respectHolder; (jg) to provide for increase the issuance of Additional Notes in accordance with the limitations set forth Exchange Rate as provided in the Indenture; (h) in connection with any Merger Event, or change any of provide that the Notes are convertible into Reference Property, subject to the provisions of Section 7.03, and make such related changes to the Indenture as may be necessary terms of the Notes to the extent expressly required by Section 7.07. (i) provide for the acceptance of the appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the under this Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC , in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, each case in accordance with this Indenture; or (j) conform the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee this Indenture or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation “Description of a provision Notes” section of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Offering Memorandum.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantor and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not materially adversely affect the interests of the Holders of any Notes then outstanding in any material respectrespect the legal rights of any Securityholder; (je) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth form and terms and conditions of Securities of any Series as permitted by this Indenture; (f) in the Indenturecase of subordinated Securities, to make any change in the provisions of this Indenture or any supplemental indenture relating to subordination that would limit or terminate the benefits available to any holder of senior Debt under such provisions (but only if each such holder of senior Debt consents to such change); (g) to add to, change or eliminate any of the provisions of this Indenture with respect to Securities of a Series; although no such addition, change or elimination may apply to Securities of any Series created prior to the execution of such amendment and entitled to the benefit of such provision, nor may any such amendment modify the rights of a Holder of any Security with respect to such provision, unless the amendment becomes effective only when there is no outstanding Security of any Series created prior to such amendment and entitled to the benefit of such provision; (h) to secure the Securities of any Series or any Guarantee thereof; (i) to add additional Guarantor(s) of any Series of Securities; (j) to add to the Company’s or Guarantor’s covenants or obligations under this Indenture as may be necessary for the protection of the Holders or surrender any right, power or option conferred by this Indenture on the Company or the Guarantor; (k) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;; or (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time to time and at any time, enter into an may execute a supplemental indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposesNotes: (a) to cure any ambiguityadd to the covenants, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests agreements and obligations of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of all the Notes or to surrender any Notesright or power conferred in this Indenture upon the Company; (hb) to comply with provide for the applicable procedures of the DepositaryAssumption; (ic) to make evidence the succession of another corporation to the Company or any change that does not adversely affect Guarantor and the interests assumption by it of the Holders obligations of any the Company or such Guarantor under this Indenture and the Notes then outstanding in any material respector the Guarantee, as applicable; (jd) to provide for the acceptance of appointment under this Indenture of a successor Trustee and to add to or change any provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts by more than one Trustee; (e) to provide for the issuance of Additional Notes as permitted by Section 2.01(b) hereof; (f) release a Guarantor from its obligations under its Guarantee, the Notes or this Indenture in accordance with the limitations set forth in the Indenture, or change any of the applicable provisions of this Indenture; (g) add Guarantees with respect to the Indenture as may be necessary Notes; (h) to provide for uncertificated securities in addition to or in place of certificated securities; (i) to cure any ambiguity, omission, defect or inconsistency; (j) to secure the acceptance Notes and the Guarantees and to release the Collateral for the Notes and Guarantees in accordance with the applicable provisions of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee;this Indenture; or (k) to effect make any other change that does not adversely affect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release rights of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Holder.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Company and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Notes without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect add guarantees with respect to the Company’s obligations under this Indenture or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectNotes; (b) to comply with Section 6.3secure the Notes; (c) to provide for uncertificated the assumption of the Company’s obligations under this Indenture and under the Notes by a Reorganization Successor Corporation as described in addition to or in place of certificated NotesArticle V hereof; (d) to add guarantors with respect to provide for the assumption of the Company’s obligations under this Indenture and under the Notes by a Merger Successor Corporation as described in Section 10.08 or secure to modify the Notesconversion rights of the Holders in accordance with Section 10.08 hereof upon the occurrence of a Merger Event; (e) to evidence a successor to surrender any right or power conferred upon the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notesthis Indenture; (f) to surrender any of add to the Company’s rights covenants or powers under Events of Default for the Indenturebenefit of the Holders; (g) to add covenants cure any ambiguity or events of default for correct any inconsistency or defect in this Indenture or in the benefit of the Holders of any Notes; (h) to comply with the applicable procedures any requirement of the DepositarySEC in connection with any qualification of this Indenture or a supplement hereto under the TIA; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectirrevocably elect a Settlement Method or a Specified Dollar Amount; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for evidence the acceptance of appointment of by a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trusteewith respect to this Indenture; (k) to effect comply with the appointment rules of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trusteeapplicable depositary; (l) to comply conform the provisions of this Indenture to the “Description of Notes” section of the Preliminary Offering Memorandum, as supplemented by the Pricing Term Sheet with the requirements of the SEC provision being conformed to be set forth in order to effect or maintain the qualification of the Indenture under the TIA;an Officers’ Certificate; or (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and other change to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent forms or terms of the Holders of any Notes; provided that no such change individually, or in the aggregate with all other such changes, has, or will have, an adverse effect on the interests of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Holders.

Without Consent of Holders. The Notwithstanding Section 11.2 of this Indenture, the Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee maymay amend or supplement this Indenture, from time to time and at any time, enter into an indenture the Notes or indentures supplemental the Subsidiary Guarantees without the consent of any Holder of the Notes hereto for one or more of the following purposesa Note: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes; (c) to provide for the assumption of the Company's or a Guarantor's obligations to Holders of Notes and Subsidiary Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Company's or such Guarantor's assets, as applicable; (d) to add guarantors with respect make any change that would provide any additional rights or benefits to the Holders of Notes or secure that does not adversely affect the Noteslegal rights under this Indenture of any such Holder; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (i) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respect; (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIATrust Indenture Act; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (nf) to conform the text of the this Indenture, any Guarantee the Subsidiary Guarantees or the Notes to any provision of the description thereof set forth Description of Notes contained in the Prospectus Offering Memorandum to the extent that such provision in the Prospectus Description of Notes was intended to be a verbatim recitation of a provision of the this Indenture, such Note Guarantee the Subsidiary Guarantees or the Notes; (g) to provide for the issuance of additional Notes in accordance with the limitations set forth in this Indenture as of the date of this Indenture; (as certified h) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes or to reflect the release of a Guarantor in an Officer’s Certificate)accordance with the provisions of this Indenture; (i) to allow the Company or any Guarantor to surrender any power conferred on the Company or such Guarantor; (j) to provide for conversion rights of Holders of Notes if any reclassification or change of Common Stock or any consolidation, merger or sale of all or substantially all of the Company's assets occurs, or in connection with any Public Acquirer Change of Control; (k) to increase the Conversion Rate, provided that the increase will not adversely affect the interests of the Holders; or (l) to evidence and provide the acceptance of the appointment of a successor Trustee. Upon the written request of the Company, Company accompanied by a copy resolution of the resolutions Board of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, Directors authorizing the execution of any such amended or supplemental indenture, and upon receipt by the Trustee is hereby authorized to of the documents described in Section 11.6 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any such amended or supplemental indenture, Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereundercontained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amended or supplemental indenture Indenture that affects the Trustee’s its own rights, duties or immunities under the this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The CompanyCompany and the Guarantor, when authorized by resolutions of the board Board of directors of the ParentDirectors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder the Holders of the Notes hereto for one or more of the following purposes: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any the Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of any Notes; (h) to comply with the applicable procedures of the Depositary; (ic) to make any change that does not adversely affect the interests of the Holders of any Notes then outstanding in any material respectoutstanding; (jd) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary ; (e) to provide for the acceptance of appointment of by a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of under the Indenture to provide for or facilitate administration by more than one Trustee; (lf) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (mg) to reflect the release of any Guarantor the Guarantor, as guarantor, in accordance with the provisions of Indenture; (h) to secure the IndentureNotes or the Guarantee; (i) to add guarantors with respect to the Notes; and (nj) to conform the text of the Indenture, any Guarantee the Notes or the Notes Guarantee to any provision of the description thereof set forth under the captions “Description of the Notes” in the Prospectus prospectus supplement relating to the extent that such provision Notes and “Description of Debt Securities” in the Prospectus was intended prospectus accompanying the prospectus supplement relating to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate)Notes. Upon the written request of the Company, accompanied by a copy of the resolutions of the board Board of directors of the Parent Directors certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 9.1 may be executed by the Company, the Guarantors Guarantor and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.29.2 of this Second Supplemental Indenture.

Without Consent of Holders. The CompanyCompany and each Guarantor, when authorized by resolutions a resolution of the board their respective Boards of directors of the ParentDirectors, and the Trustee maymay amend, from time supplement, waive or otherwise modify provisions of this Indenture, the Securities or the Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, defect to correct or inconsistency supplement any provision in the this Indenture that may be defective or inconsistent with any other provisions in this Indenture, or to make any other provisions with respect to matters or questions arising under this Indenture; provided that such actions taken pursuant to this action shall not clause (a) do not, in the opinion of the Trustee, adversely affect the interests of the Holders of the Notes in any material respect; (b) to comply with Section 6.3evidence the succession of another Person to the Company or any Guarantor and the assumption by any such successor of the covenants of the Company or any Guarantor in this Indenture and in the Securities in the case of a merger or consolidation or sale of all or substantially all of the Company's assets; (c) to provide for uncertificated Notes in addition to or in place of certificated Notes; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to covenants of the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the Company’s rights or powers under the Indenture; (g) to add covenants or events of default for the benefit of the Holders of Holders, or to surrender any Notes; (h) to comply with right or power herein conferred upon the applicable procedures of the Depositary; (i) Company or any Guarantor or to make any change that does not adversely affect the interests of legal rights under the Holders Indenture of any Notes then outstanding in any material respectsuch Holder; (jd) to provide for uncertificated Securities in addition to or in place of the certificated Securities; (e) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; (f) to comply with any requirements of the Commission in order to effect and maintain the qualification of this Indenture under the TIA; (g) to release any Guarantor from its Guarantee (including in connection with a sale of all of the Capital Stock or all or substantially all of the assets of such Guarantor) pursuant to the requirements of Section 10.05 or to add a Guarantor pursuant to the requirements of Section 4.23; or (h) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect Securities subsequent to the Notes and Closing Date pursuant to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one TrusteeSection 2.02; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the Indenture, any Guarantee or the Notes to any provision of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2.

Without Consent of Holders. The CompanyIssuer, when authorized by resolutions of the board of directors of the Parent, any Guarantors and the Trustee may, from time to time and at any time, enter into an indenture may amend or indentures supplemental supplement this Indenture or the Securities of one or more Series without the consent of any Holder of the Notes hereto for one or more of the following purposesSecurityholder: (a) to cure any ambiguity, defect or inconsistency in the Indenture; provided that this action shall not adversely affect the interests of the Holders of the Notes in any material respectinconsistency; (b) to comply with Section 6.3Article V; (c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; (d) to add guarantors with respect to the Notes or secure the Notes; (e) to evidence a successor to the Company as obligor or to any Guarantor as guarantor under the Indenture with respect to the Notes; (f) to surrender any of the CompanyIssuer’s rights or powers under the this Indenture; (ge) to add covenants or events of default for the benefit of the Holders holders of Securities of any NotesSeries; (hf) to comply with the applicable procedures of the Depositaryapplicable depositary; (ig) to make any change that does not adversely affect the interests of the Holders rights of any Notes then outstanding Securityholder as determined in any material respectgood faith by the Issuer, as evidenced in an Officer’s Certificate delivered to the Trustee; (jh) to provide for the issuance of Additional Notes in accordance with and establish the limitations set forth in the Indenture, or change any form and terms and conditions of the provisions Securities of the Indenture any Series as may be necessary permitted by this Indenture; (i) to evidence and provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes Securities of one or more Series and to add to or change any of the provisions of the this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (lj) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; (mk) to reflect the release of any Guarantor as guarantor, in accordance with the provisions terms of the Indenture; andor (nl) to conform the text add Guarantors with respect to any or all of the Indenture, Securities or to secure any Guarantee or the Notes to any provision all of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision Securities of the Indenture, such Note Guarantee or the Notes (as certified in an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.2Guarantee.

Without Consent of Holders. The Company, when authorized by resolutions of the board of directors of the Parent, Guarantors and the Trustee maymay amend this Indenture, from time the Securities and the Subsidiary Guarantees without notice to time and at any time, enter into an indenture or indentures supplemental without the consent of any Holder of the Notes hereto for one or more of the following purposesHolder: (a) to cure any ambiguity, omission, defect or inconsistency in this Indenture in a manner that does not individually or in the Indenture; provided that this action shall not aggregate adversely affect the interests rights of the Holders any Holder of the Notes Securities in any material respect; (b) to comply with Article 4 or Section 6.313.04 in respect of the assumption by a Successor Company of an obligation of the Company under this Indenture or any successor Guarantor under any Subsidiary Guarantee; (c) to provide for uncertificated Notes in addition add Guarantors with respect to the Securities or in place release Guarantors from Subsidiary Guarantees as provided or permitted by the terms of certificated Notesthis Indenture; (d) to add guarantors with respect to the Notes or secure the NotesSecurities; (e) to evidence a successor add to the covenants of the Company as obligor for the benefit of the Holders or to surrender any Guarantor as guarantor under right or power herein conferred upon the Indenture with respect to the NotesCompany; (f) to surrender comply with any requirement of the Company’s rights or powers SEC in connection with the qualification of this Indenture under the IndentureTIA; (g) to add covenants or events of default provide for the benefit acceptance of appointment by a successor Trustee or Paying Agent or facilitate the administration of the Holders of any Notestrusts under this Indenture by more than one Trustee or Paying Agent; (h) to comply with add to any Events of Default for the applicable procedures benefit of the DepositaryHolders of Securities; (i) to make any change that does not materially adversely affect the interests of the Holders rights of any Notes then outstanding in any material respect;Holder; or (j) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or change any of the provisions of the Indenture as may be necessary to provide for the acceptance of appointment of a successor Trustee or facilitate the administration of the trusts hereunder by a successor Trustee; (k) to effect the appointment of a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate administration by more than one Trustee; (l) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (m) to reflect the release of any Guarantor as guarantor, in accordance with the provisions of the Indenture; and (n) to conform the text of the this Indenture, any Subsidiary Guarantee or the Notes Securities to any provision the “Description of Notes” section of the description thereof set forth in the Prospectus to the extent that such provision in the Prospectus was intended to be a verbatim recitation of a provision of the Indenture, such Note Guarantee or the Notes (as certified in Offering Memorandum. After an Officer’s Certificate). Upon the written request of the Company, accompanied by a copy of the resolutions of the board of directors of the Parent certified by the corresponding Secretary or Assistant Secretary, authorizing the execution of any supplemental indentureamendment under this Section 10.01 becomes effective, the Trustee is hereby authorized Company shall mail to join with the Company and the Guarantors in the execution of Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any such supplemental indenturedefect therein, to make any further appropriate agreements and stipulations that may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects impair or affect the Trustee’s own rights, duties or immunities validity of an amendment under the Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 8.1 may be executed by the Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 8.210.01.