Common use of Without Consent of Holders Clause in Contracts

Without Consent of Holders. The Company, the Guarantor and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of Title 26 of the United States Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of Title 26 of the United States Code; (4d) to make any change to Article Ten that would limit or terminate the benefits available to any holder of Senior Indebtedness (or Representatives therefor) under Article Ten; (e) to add guarantees Guarantees with respect to the NotesSecurities or to secure the Securities; (5) to secure the Notes; (6f) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7g) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (h) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for Holder. An amendment under this Section may not make any change that adversely affects the issuance rights under Article Ten of any Subsequent Notes; or Holder of Senior Indebtedness then outstanding unless the holders of such Senior Indebtedness (9or their Representative) consent to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Actsuch change. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. (a) The CompanyCompany and the Trustee, together, may amend or supplement this Indenture, the Guarantor and the Trustee may amend this Indenture Notes or the Notes any Guarantee without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor entity of the respective obligation obligations of the Guarantor or the Company an Issuer under this Indenture; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees additional Guarantees or additional obligors with respect to the Notes; (5v) to secure the Notes; (6vi) to add to the covenants of the Company or the Guarantor Issuers for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuers; (7vii) to make any other change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for the issuance of any Subsequent Notes; or (9viii) to comply with any requirement of the SEC Commission in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Act of 1939; (ix) provide for the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at issuance of Additional Notes in accordance with the address limitations set forth in this Indenture as of the Note Registerdate hereof; (x) conform the text of this Indenture, the Notes or any defect thereinGuarantee to any provision of the Section entitled “Description of Notes” in the Offering Memorandum; or (xi) provide for the Fall-Away Amendment or any other event or action required or permitted by this Indenture. provided that the Company has delivered to the Trustee an Opinion of Counsel and an Officer’s Certificate, shall not impair each stating that such amendment or affect supplement complies with the validity provisions of an amendment under this Section 9.01‎Section 10.01.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the NotesSecurities or to secure the Securities; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Company; (6) to comply with any requirements of the SEC in connection with qualifying, or maintaining the Guarantor;qualification of, this Indenture under the TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActSecurityholder. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. (a) The Company, the Guarantor and the Trustee may amend amend, modify or supplement this Indenture or (including, without limitation, the Notes Subsidiary Guarantee) and the Securities without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omissionor to cure, correct or supplement any defect herein or inconsistencytherein; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureVI hereof; (3iii) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, provided that the uncertificated Notes are Securities shall be issued in registered form for purposes of Section 163(f) of the U.S. Internal Revenue Code of 1986, as amended, or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the CodeU.S. Internal Revenue Code of 1986, as amended; (4iv) to add guarantees Guarantees with respect to the NotesSecurities or to secure the Securities; (5) to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7vi) to make issue Securities after the Issue Date in accordance with Section 2.01 hereof; and (vii) in any change that manner which does not adversely affect the interests of any Noteholder;Holder in any material respect. (8) to provide for the issuance of any Subsequent Notes; or (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 10.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.0110.01.

Without Consent of Holders. (a) The CompanyCompany and the Trustee, together, may amend or supplement this Indenture, the Guarantor and the Trustee may amend this Indenture Notes or the Notes any Guarantee without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor entity of the respective obligation obligations of the Guarantor or the Company an Issuer under this Indenture; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees additional Guarantees or additional obligors with respect to the Notes; (5v) to secure the Notes; (6vi) to add to the covenants of the Company or the Guarantor Issuers for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuers; (7vii) to make any other change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for the issuance of any Subsequent Notes; or (9viii) to comply with any requirement of the SEC Commission in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Act of 1939; (ix) provide for the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at issuance of Additional Notes in accordance with the address limitations set forth in this Indenture as of the Note Registerdate hereof; (x) conform the text of this Indenture, the Notes or any defect thereinGuarantee to any provision of the Section entitled “Description of Notes” in the Offering Memorandum; or (xi) provide for the Fall-Away Amendment or any other event or action required or permitted by this Indenture. provided that the Company has delivered to the Trustee an Opinion of Counsel and an Officer’s Certificate, shall not impair each stating that such amendment or affect supplement complies with the validity provisions of an amendment under this Section 9.0110.01.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests rights of any NoteholderHolder; (8) 3) to comply with Article 5; (4) to add to the covenants of the Company further covenants, restrictions or conditions that the Board of Directors and the Trustee shall consider to be for the benefit of the Holders of Notes, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions or conditions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture; (5) to evidence and provide for the issuance acceptance of any Subsequent appointment hereunder by a successor Trustee with respect to the Notes; or (96) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary for this Indenture to comply with the TIA, or under any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Actsimilar federal statute hereafter enacted. After an amendment under this Section 9.01 becomes effective, the Company shall will mail to Noteholders the Holders a notice briefly describing such the amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect thereinin a notice, shall will not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyIssuer, when authorized by a Board Resolution, and Trustee, together, may amend or supplement this Indenture, the Guarantor and the Trustee may amend this Indenture Securities or the Notes Security Instruments without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment or supplement does not adversely affect the rights of any Holder; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued INDENTURE (16% Junior Subordinated) in registered form for purposes of Section 163(f) of the Internal Revenue Code of 1986, as from time to time amended, or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the CodeInternal Revenue Code of 1986, as from time to time amended; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (73) to make any other change that does not adversely affect the interests rights of any NoteholderHolders; (8) to provide for the issuance of any Subsequent Notes; or (94) to comply with any requirement requirements of the SEC in connection with the qualification of this Indenture under the Trust TIA; (5) to give effect to the release of any Released Interests or any other release of Collateral released in accordance with the terms of this Indenture Act. After or the relevant Security Instrument; (6) to evidence or effect the pledge of additional or substitute assets or property as Collateral; or (7) to evidence and provide for the acceptance of appointment hereunder by a separate or successor Trustee with respect to the Securities and to make such additions or changes as shall be necessary or appropriate to provide for or facilitate the administration of the trusts hereunder by more than one trustee pursuant to the requirements of Section 6.11 hereof; provided that Issuer has delivered to Trustee an Opinion of Counsel stating that such amendment under or supplement complies with the provisions of this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.017.1.

Without Consent of Holders. The Company, the Guarantor and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective an obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of the Exchange Notes, which will have terms substantially identical in all material respects to the Initial Notes (except that the transfer restrictions contained in the Initial Notes will be modified or eliminated, as appropriate), and which will be treated, together with any outstanding Initial Notes, as a single issue of securities; (9) to provide for the issuance of any Subsequent Notes; or (910) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Issuer and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by allow a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indentureto assume obligations hereunder pursuant to, and in compliance with, Section 6.03(a)(i); (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees additional Guarantees with respect to the Notes; (5v) to secure pledge additional Collateral as security for the Notes; (6vi) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuer; (7vii) to comply with any requirement of the Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (viii) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActHolder. After an amendment under this Section 9.01 becomes effective, the Company Issuer shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.0110.01.

Without Consent of Holders. The CompanyIssuer and the Guarantors, the Guarantor if any, when authorized by a Board Resolution, and the Trustee may amend or supplement this Indenture Indenture, the Notes or the Notes Note Guarantees without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that ; (3) to provide for the uncertificated Notes are issued in registered form for purposes of Section 163(f) assumption of the Code Issuer’s or a Guarantor’s obligations to the Holders in the case of a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) merger, consolidation or sale of all or substantially all of the CodeIssuer’s or such Guarantor’s assets in accordance with Article 5; (4) to add guarantees with respect any Note Guarantee or to effect the release of any Guarantor from any of its obligations under its Note Guarantee or this Indenture (to the Notesextent permitted by this Indenture); (5) to secure make any change that would provide any additional rights or benefits to the NotesHolders or does not materially adversely affect the rights of any Holder; (6) to add to the covenants of the Company effect or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with maintain the qualification of this Indenture under the Trust Indenture Act. After an amendment ; (7) to secure the Notes or any Note Guarantees or any other obligation under this Section 9.01 becomes effective, Indenture; (8) to evidence and provide for the Company shall mail acceptance of appointment by a successor trustee; or (9) to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at provide for the address set forth issuance of Additional Notes in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under accordance with this Section 9.01Indenture.

Without Consent of Holders. The Company, the Guarantor when authorized by a Board Resolution, and the Trustee may amend this Indenture or a Series of Securities or enter into an indenture or indentures supplemental hereto (which shall conform to the Notes provisions of the Trust Indenture Act as then in effect) without notice to or the consent of any NoteholderSecurityholder for one or more of the following purposes: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureIV; (3c) to provide for uncertificated Notes Securities of such Series in addition to or in place certificated Securities of certificated Notessuch Series; provided, however, that the such uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the such uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4d) to add additional guarantees with respect to the Notessuch Series or to secure such Series; (5) to secure the Notes; (6e) to add to the covenants of the Company or the Guarantor for the benefit of the Holders of such Series or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7f) to comply with the requirements of the SEC in connection with qualification of the Indenture under the TIA; (g) to make any change that does not adversely affect the interests rights of any Noteholder;Securityholder of such Series; including, without limitation, changing any payment record dates as necessary to conform to then-current market practice; or (8) h) to provide for the issuance of any Subsequent Notes; or (9) to comply Securities with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Actterms not currently contemplated by Section 2.1. After an amendment under or supplement pursuant this Section 9.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendmentamendment or supplement. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment or supplement under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture Indenture, or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; providedPROVIDED, howeverHOWEVER, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the NotesSecurities or to secure the Securities; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Company; (6) to comply with any requirements of the SEC in connection with qualifying, or maintaining the Guarantor;qualification of, this Indenture under the TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActSecurityholder. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor when authorized by a Board Resolution, and the Trustee Trustee, together, may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment or supplement does not, in the reasonable opinion of the Trustee, adversely affect the rights of any Holder in any material respect; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to comply with any requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (5) to make any change that would provide any additional benefit or rights to the Holders or that does not adversely affect the rights of any Holder; or to surrender any right or power conferred upon the Company; (6) to add guarantees Guarantees with respect to the Notes; (57) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder;; or (8) to provide for make any other change that does not, in the issuance reasonable opinion of the Trustee, adversely affect in any material respect the rights of any Subsequent NotesHolders hereunder; or (9) provided that the Company has delivered to comply with any requirement the Trustee an Opinion of the SEC in connection Counsel stating that such amendment or supplement complies with the qualification provisions of this Indenture under the Trust Indenture ActSection 9.01. After an amendment amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to Noteholders the Holders affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registernotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under this Section 9.01any such amendment, supplement or waiver.

Without Consent of Holders. The Company, (a) Without the Guarantor and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolders of the Notes, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may modify or amend the Indenture, in form satisfactory to the Trustee, for any, but not limited to, of the following purposes: (1) to cure evidence the succession of another Person to the Company and the assumption by any ambiguity, omission, defect or inconsistencysuch successor of the covenants of the Company herein and in the Notes; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor provisions for the benefit of the Holders of the Notes , or to surrender any right or power herein in the Indenture conferred upon the Company or the GuarantorCompany; (73) to add any additional Events of Default; (4) to evidence and provide for the acceptance of appointment of a successor trustee; (5) to cure any ambiguity, to correct or supplement any provision in the Indenture which may be inconsistent with any other provision of the Indenture, or to make any change other change; in each case, that does not adversely affect the interests of the Holders of the Notes in any Noteholdermaterial respect; (6) to conform the terms of the Indenture or the Notes to the description thereof contained in the Prospectus Supplement; (7) to provide for the Notes to become secured (or to release such security as permitted by the Indenture and the applicable security documents); (8) to provide for additional guarantees of the issuance of any Subsequent NotesNotes (or to release such guarantees as permitted by the Indenture); or (9) to comply with any requirement provide for the issuance of the SEC additional Notes in connection accordance with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address limitations set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Indenture.

Without Consent of Holders. The CompanyIssuers, the Guarantor and the Trustee may amend this Indenture Indenture, the Notes or the Guarantee with respect to the Notes without notice to or consent of any Noteholder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; Notes (provided, however, 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 as described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees Guarantees with respect to the Notes; (5v) to secure the Notes; (6vi) to add to the covenants of the Company or the Guarantor Issuers for the benefit of the Holders Noteholders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuers; (7vii) to make any change that does not materially and adversely affect the interests rights of any Noteholder;; and (8) to provide for the issuance of any Subsequent Notes; or (9viii) to comply with any requirement requirements of the SEC in connection with the qualification of qualifying this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 9.1 becomes effective, the Company Issuers shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. (a) The Company, the Guarantor Trustee and the Collateral Trustee (in the case of the Collateral Trust Agreement only) may amend this Indenture Indenture, the Notes or the Notes Collateral Trust Agreement without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective obligation obligations of the Guarantor or the Company under the Notes and this Indenture; (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees Guarantees with respect to the Notes; (5) Notes or to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7vi) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA; or (vii) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any Noteholder;Holder in any material respect. (8) to provide for the issuance of any Subsequent Notes; or (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The CompanyWithout the consent of any Holder, the Guarantor Issuer, the Guarantors and the Trustee may amend this Indenture or and the Notes without notice to or consent of any Noteholderto: (1) to cure any ambiguity, omission, defect defect, mistake or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Issuer or any Subsidiary Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Guarantees with respect to the Notes, including Subsidiary Guarantees, or release a Subsidiary Guarantor from its Subsidiary Guarantee and terminate such Subsidiary Guarantee; provided, however, that the release and termination is in accord with the applicable provisions of this Indenture; (5) to secure the NotesNotes or Subsidiary Guarantees; (6) to add to the covenants of the Company Issuer or the a Subsidiary Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or the a Subsidiary Guarantor; (7) to make any change that does not adversely affect the interests rights of any NoteholderHolder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.;

Without Consent of Holders. The Notwithstanding Section 9.02, without the consent of any Holder of Notes, the Company, the Guarantor Guarantors and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderNotes: (1i) to cure any ambiguity, omission, defect or inconsistencyinconsistency (as determined by the Company in good faith); (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3ii) to provide for uncertificated Notes in addition to or in place of certificated Notes; Notes (provided, however, 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); (4iii) to add guarantees with respect to provide for the Notes; (5) to secure assumption by a successor corporation of the Notes; (6) to add to the covenants obligations of the Company or a Guarantor to Holders under this Indenture in the Guarantor for the benefit case of the Holders a merger or to surrender any right or power herein conferred upon the Company or the Guarantorconsolidation; (7iv) 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 legal rights under this Indenture of any Noteholdersuch Holder; (8) v) to evidence and provide for the issuance acceptance of appointment under this Indenture of a successor trustee; (vi) to add one or more Guarantors under this Indenture, or to secure the Notes or any of the Notes Guarantees; (vii) to conform the text of this Indenture, the Notes or any Notes Guarantee to any provision of the section of the Offering Memorandum entitled “Description of Notes”; (viii) to comply with the rules of any Subsequent Notesapplicable securities depositary; or (9ix) to comply with make any requirement of amendment to the SEC in connection with the qualification provisions of this Indenture under relating to the Trust transfer and legending of Notes; provided, however, that (1) compliance with this Indenture Act. After an amendment under this Section 9.01 becomes effective, as so amended would not result in Notes being transferred in violation of the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, Securities Act or any defect therein, shall other applicable securities law and (2) such amendment does not impair or materially and adversely affect the validity rights of an amendment under this Section 9.01Holders to transfer Notes.

Without Consent of Holders. (a) The CompanyIssuer, the Guarantor Note Guarantors and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation obligations of the Guarantor or Issuer under the Company under Notes and this Indenture; (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees with respect to the Notes; (5) Notes or to secure add security to the Notes; (6v) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuer; (7vi) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) vii) to provide for the issuance of Additional Notes as permitted by Section 2.2(c) and Section 2.13, which will have terms substantially identical to the other Outstanding Notes except as specified in Section 2.13, and which will be treated, together with any Subsequent other Outstanding Notes; or, as a single issue of securities. (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 9.1 becomes effective, the Company Issuer shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment made under this Section 9.019.1.

Without Consent of Holders. (a) The Company, the Guarantor Note Guarantors and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective obligation obligations of the Guarantor or the Company under the Notes and this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, howeverthat, 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; (4) to add guarantees Guarantees with respect to the Notes or to secure the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or any Note Guarantor; (6) to comply with any requirements of the GuarantorCommission in connection with maintaining the qualification of this Indenture under the TIA; (7) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any Noteholder;Holder in any material respect; or (8) to provide for the issuance of any Subsequent Notes; orAdditional Notes as permitted by Sections 2.2(c) and 2.13. (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment or supplement under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder to: (1a) to cure any ambiguity, mistake, omission, defect or inconsistencyinconsistency in this Indenture or in the Notes; (2b) conform the terms of this Indenture or the Notes to comply the “Description of Notes” section of the Offering Memorandum; (c) upon the occurrence of a Share Exchange Event, solely (i) provide that the Notes are convertible into Reference Property, subject to Section 11.03, and (ii) effect the related changes to the terms of the Notes required by Section 11.06, in each case, in accordance with Article 4 in respect of Section 11.06; (d) provide for the assumption by a Successor Guarantor or Successor Issuer Company of the respective obligation obligations of the Guarantor or the Company under this IndentureIndenture pursuant to Article 6; (3e) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5f) to secure the Notes; (6g) to add to the Company’s covenants or Events of the Company or the Guarantor Default for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7h) evidence a successor to the Guarantors as guarantors; (i) irrevocably elect a Settlement Method or eliminate, in the aggregate, any one or two Settlement Methods and/or irrevocably elect a Specified Dollar Amount; or (j) make any change that does not adversely affect the interests rights of any Noteholder; (8) Holder. Any amendment or supplement to provide for this Indenture authorized by the issuance provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders Notes at the address set forth in time outstanding, notwithstanding any of the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.0110.02.

Without Consent of Holders. The CompanyNotwithstanding Section 9.2 of this Indenture, the Issuers, any Guarantor (with respect to its Guarantee or this Indenture) and the Trustee may amend amend, supplement or modify this Indenture or Indenture, any Guarantee and the Notes without notice to or the consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect mistake, defect, error or inconsistency, conform any provision to any provision under the heading “Description of Notes,” in the Offering Memorandum or reduce the minimum denomination of the Notes; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor Person of the respective obligation obligations of the any Issuer or a Guarantor or the Company under this Indentureany Note Document; (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6iv) to add to the covenants of the Company or the Guarantor provide for a Guarantee for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantorany Restricted Subsidiary; (7v) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for vi) at the issuance of any Subsequent Notes; or (9) Company’s election, to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, if such qualification is required; (vii) to make such provisions as necessary (as determined in good faith by the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at Company) for the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity issuance of an amendment under this Section 9.01.Additional Notes;

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees Guarantees with respect to the NotesSecurities; (5) to secure the NotesSecurities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA; or (8) to make any change that does not materially adversely affect the rights of any Securityholder. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors, the Trustee and the Trustee Collateral Agent may amend this Indenture Indenture, the Notes or the Notes Collateral Agreements without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) to provide for uncertificated Notes in addition to or in place of certificated certificate Notes; provided, however, 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; (4) to add guarantees with respect to the Notes; (5) , including any Subsidiary Guaranties, or to secure the Notes; (65) to add to the covenants of the Company or the a Subsidiary Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the a Subsidiary Guarantor; (6) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActHolder. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Issuer and the Trustee (or in the case of the Security Documents, the Collateral Agent) may amend amend, waive or supplement this Indenture Indenture, the Security Documents, the Note Guarantees or the Notes of either series without prior notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect provide for the assumption of the Issuer’s or inconsistencya Guarantor’s obligations to the Holders pursuant to Section 5.01; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided; (3) to cure any ambiguity, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code defect or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Codeinconsistency; (4) to add guarantees Note Guarantees with respect to the Notes or to secure the Notes; (5) to secure release any Guarantor from any of its obligations under its Note Guarantee or this Indenture (to the Notesextent permitted by this Indenture); (6) to qualify or maintain the qualification of this Indenture under the TIA; (7) to add to the covenants of the Company Issuer or the a Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or a Guarantor with respect to the Guarantor; (7) to make any change that does not adversely affect the interests of any NoteholderNotes; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC Additional Notes in connection accordance with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address provisions set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.Indenture;

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees Guarantees with respect to the NotesSecurities; (5) to secure the NotesSecurities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor;Company; or (7) to make any change that does not materially adversely affect the interests rights of any Noteholder; (8) Holder, provided that any amendment to provide for conform the issuance of any Subsequent Notes; or (9) to comply with any requirement terms of the SEC Securities to the description contained in connection the prospectus filed with the qualification of registration statement pursuant to which this Indenture under has been qualified and any supplemental prospectus thereto relating to the Trust Indenture ActSecurities shall be deemed not to be adverse to any Security holder. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The Company, the Guarantor and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees with respect to the NotesSecurities; (5e) to secure the NotesSecurities; (6f) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9g) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust TIA; (h) to make any change that does not materially adversely affect the rights of any Holder; or (i) to conform the provisions of this Indenture Actto the “Description of Notes” section of the Offering Memorandum. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or and the Notes Securities without notice to or the consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Company or any Subsidiary Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the NotesSecurities, including any Subsidiary Guaranties, or to secure the Securities; (5) to secure the Notes; (6) to add to the covenants of the Company or the a Subsidiary Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantora Restricted Subsidiary; (76) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; or (97) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA. After an amendment or supplement under this Section 9.01 10.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendmentamendment or supplement. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment or supplement under this Section 9.0110.01.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 and Section 9.02 in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Company or a Subsidiary Guarantor or the Company under this Indenture; (3c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees with respect to the NotesSecurities; (5e) to secure the NotesSecurities; (6f) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9g) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust TIA; (h) to make any change that does not materially adversely affect the rights of any Securityholder; or (i) to conform the provisions of this Indenture Actto the "Description of Notes" section of the Offering Memorandum. After an amendment under this Section 9.01 8.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.018.01.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees Guarantees with respect to the NotesSecurities; (5) to secure the NotesSecurities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA; or (8) to make any change that does not materially adversely affect the rights of any Securityholder. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees Guarantees with respect to the NotesSecurities; (5) to secure the NotesSecurities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor;Company; or (7) to make any change that does not materially adversely affect the interests rights of any Noteholder; (8) Holder, provided that any amendment to provide for conform the issuance of any Subsequent Notes; or (9) to comply with any requirement terms of the SEC Securities to the description contained in connection the prospectus filed with the qualification of registration statement pursuant to which this Indenture under has been qualified and any supplemental prospectus thereto relating to the Trust Indenture ActSecurities shall be deemed not to be adverse to any Security holder. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1 .

Without Consent of Holders. The Company, the Guarantor when authorized by a Board Resolution, and the Trustee Trustee, together, may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment or supplement does not, in the reasonable opinion of the Trustee, adversely affect the rights of any Holder in any material respect; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees comply with respect any requirements of the SEC in order to effect or maintain the Notesqualification of this Indenture under the TIA; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or Company; (6) to add Guarantees with respect to the GuarantorNotes; (7) to secure the Notes; or (8) to make any other change that does not adversely affect the interests rights of any Noteholder; (8) Holders hereunder; provided that the Company has delivered to provide for the issuance Trustee an Opinion of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection Counsel stating that such amendment or supplement complies with the qualification provisions of this Indenture under the Trust Indenture ActSection 9.01. After an amendment amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to Noteholders the Holders affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registernotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under this Section 9.01any such amendment, supplement or waiver.

Without Consent of Holders. (a) The CompanyCompany and the Trustee, together, may amend or supplement this Indenture, the Guarantor and the Trustee may amend this Indenture Notes or the Notes any Guarantee without notice to or consent of any NoteholderHolder to: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor entity of the respective obligation obligations of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, 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); (4) to add guarantees additional Guarantees or additional obligors with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any other change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC Commission in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Act of 1939; (9) provide for the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at issuance of Additional Notes in accordance with the address limitations set forth in this Indenture as of the Note Registerdate hereof; or (10) conform the text of this Indenture, the Notes or any defect thereinGuarantee to any provision of the section entitled “Description of Notes” in the Offering Circular to the extent that such provision in such “Description of Notes” was intended to be a verbatim recitation of a provision of this Indenture, shall not impair the Notes or affect such Guarantee; provided that the validity Company has delivered to the Trustee an Opinion of Counsel and an Officer’s Certificate, each stating that such amendment under or supplement complies with the provisions of this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued 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; (4) to add guarantees Guarantees with respect to the Notes or to secure (or provide additional security for) the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Company; (6) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA or to otherwise comply with the Guarantor;TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyIssuer and the Trustee, together, may amend or supplement this Indenture, the Guarantor and the Trustee may amend this Indenture Notes or the Notes Note Guarantees without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect evidence and provided for the acceptance of the assumption appointment by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenturesuccessor Trustee; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees comply with respect to the Notesprovisions in Article Five or Section 4.19 hereof; (5) to secure release any Guarantor from any of its obligations under its Note Guarantee or this Indenture (to the Notesextent permitted by this Indenture); (6) to add to the covenants any Restricted Subsidiary of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Issuer as a Guarantor; (7) to make any change that in the good faith opinion of the Board of Directors of the Issuer does not materially adversely affect the interests rights of any NoteholderHolder; (8) to provide for conform the issuance text of this Indenture or the Notes to any Subsequent prevision under the caption, “Description of the Notes; or” in the Offering Memorandum. (9) in the case of this Indenture, to comply with any requirement requirements of the SEC in connection with order to effect or maintain the qualification of this Indenture under the Trust Indenture Act. After ; provided that the Issuer has delivered to the Trustee an Opinion of Counsel and an Officers’ Certificate, each stating that such amendment under this Section 9.01 becomes effective, or supplement complies with the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.01.

Without Consent of Holders. (a) The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective obligation obligations of the Guarantor or the Company under the Notes and this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) Notes or to secure the Notes; (65) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or Company; (6) to comply with any requirements of the GuarantorSEC in connection with qualifying this Indenture under the TIA; (7) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any Noteholder;Holder in any material respect; or (8) to provide for the issuance of the Exchange Notes and Private Exchange Notes, which will have terms substantially identical to the other Outstanding Notes except for the requirement of a Private Placement Legend and related transfer restrictions under the Securities Act and this Indenture and as to the applicability of additional interest payable as provided in Section 2.14, and which will be treated, together with any Subsequent other Outstanding Notes; or, as a single issue of securities. (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The Without the consent of any Holders, the Company, the Guarantor when authorized by or pursuant to a Board Resolution, and the Trustee Trustee, at any time and from time to time, may amend this Indenture or the Notes without notice or enter into one or more indentures supplemental hereto, in form satisfactory to or consent the Trustee, for any of any Noteholderthe following purposes: (1i) to cure any ambiguity, omission, ambiguity or defect in or inconsistency; (2) to comply correct or supplement any provision herein which may be inconsistent with Article 4 any other provision in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3ii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iii) to add guarantees with respect provide for the assumption of the Company's obligations to Holders of Notes in the case of a merger or consolidation; (iv) to make any change that would provide any additional rights or benefits to the Holders of Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7v) to make any change that does not adversely affect the interests legal rights under this Indenture of any NoteholderHolder of Notes; (8) to provide for the issuance of any Subsequent Notes; or (9vi) to comply with any requirement requirements of the SEC Commission in connection with order to effect or maintain the qualification of this Indenture under the Trust TIA; or (vii) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Notes and to add to or change any of the provisions of this Indenture Act. After an amendment under this 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 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01809(b).

Without Consent of Holders. The Company, the Guarantor Company and the Trustee Subsidiary Guarantors, when authorized by a Board Resolution of each of them, and the Trustee, together, may amend or supplement this Indenture or the Notes or the Guarantees without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees comply with respect any requirements of the SEC in order to effect or maintain the Notesqualification of this Indenture under the TIA; (5) to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any a right or power herein conferred upon the Company or the GuarantorCompany; (7vi) to add Guarantees with respect to the Notes; (vii) to secure the Notes; or (viii) to make any other change that does not adversely affect in any material respect the interests rights of any Noteholder; (8) Holders hereunder; provided that the Company have delivered to provide for the issuance Trustee an Opinion of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection Counsel stating that such amendment or supplement complies with the qualification provisions of this Indenture under the Trust Indenture ActSection 9.01. After an amendment amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to Noteholders the Holders affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registernotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under this Section 9.01any such amendment, supplement or waiver.

Without Consent of Holders. (a) The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency, provided that such action shall not adversely affect the interests of the Holders in any material respect; (2ii) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Corporation of the respective obligation obligations of the Guarantor or the Company under the Notes and this Indenture; (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees with respect to the Notes; (5) Notes or to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7vi) to add any additional Events of Default for the benefit of the Holders of the Notes; (vii) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) viii) to provide for the issuance of Add On Notes as permitted by Section 2.11, which will have terms substantially identical to the other Outstanding Notes except as specified in Section 2.11, and which will be treated, together with any Subsequent other Outstanding Notes; or, as a single issue of securities. (9b) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.

Without Consent of Holders. The CompanyIssuers, when authorized by a resolution of the Guarantor Board of Directors (as evidenced by the delivery of such resolution to the Trustee), and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder to: (1) to cure any ambiguity, omissiondefect, defect omission or inconsistencyinconsistency in this Indenture or the Notes; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the TIA; (4) evidence and provide for the acceptance of an appointment by a successor Trustee; (5) provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (46) to add guarantees with respect to provide for any Guarantee of the Notes; (5) , to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders Notes or to surrender confirm and evidence the release, termination or discharge of any right Guarantee of or power herein conferred upon Lien securing the Company Notes when such release, termination or the Guarantordischarge is permitted by this Indenture; (7) to provide for or confirm the issuance of Additional Notes in accordance with the terms of this Indenture; (8) make any other change that does not materially and adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; orand (9) conform the text of this Indenture, the Note Guarantees or the Notes to comply with any requirement provision of the SEC “Description of Notes” section of the Offering Memorandum to the extent that such provision in connection with the qualification such “Description of Notes” section was intended to be a verbatim recitation of a provision of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effectiveIndenture, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at Note Guarantees or the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Notes.

Without Consent of Holders. The CompanyIssuers, the Guarantor when authorized by a Board Resolution, and the Trustee Trustee, together, may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment or supplement does not adversely affect the rights of any Holder; (2) to provide for the assumption of the Issuers' obligations to Holders in the case of a merger, consolidation or similar transaction and otherwise to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) to provide for uncertificated Units and Notes in addition to or in place of certificated Units and Notes; provided, however, that the uncertificated Units and Notes are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Units and Notes are as described in Section 163(f)(2)(B) of the Code; (4) to add guarantees Guarantees with respect to the Notes; (5) to release Guarantors when permitted by this Indenture; (6) to secure the Notes; (67) to add to the covenants of the Company or the Guarantor Issuers for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorIssuers; (7) 8) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; or (9) to comply with any requirement requirements of the SEC in connection with the qualification of qualifying this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 9.1 becomes effective, the Company Issuers shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1. No amendment may be made to this Section 9.1 that adversely affects the rights of any Holders.

Without Consent of Holders. The Without the consent of the Holders of any Notes, the Company, the Trustee and (as applicable) each Subsidiary Guarantor and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent Notes, for any of any Noteholderthe following purposes: (1) to cure any ambiguity, omission, defect or inconsistency;, (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer Company of the respective obligation obligations of the Company or a Subsidiary Guarantor or the Company under this Indenture;, (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code;, (4) to add guarantees Guarantees with respect to the Notes; (5) , 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, (65) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Company, (6) to provide for or confirm the Guarantor;issuance of Additional Notes, (7) to provide that any Indebtedness that becomes or will become an obligation of a Successor Company or a Subsidiary Guarantor pursuant to a transaction governed by Article V (and that is not a Subordinated Obligation) is Senior Subordinated Indebtedness for purposes of this Indenture, (8) to make any change that does not materially adversely affect the interests rights of any Noteholder; (8) to provide for Holder under the issuance of any Subsequent Notes; Notes or this Indenture, or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, TIA or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01otherwise.

Without Consent of Holders. The CompanyIssuer, the Guarantors, the Subordinated Guarantor and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) 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(fl63(f) of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the NotesNotes or to secure the Notes or to provide for the release of the Subordinated Guarantee as described in the definition of Guarantor; (5) to secure the Notes; (6) to add to the covenants of the Company Issuer, the Guarantors or the Subordinated Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer, the Guarantors or the Subordinated Guarantor; (6) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActHolder. After an amendment under this Section 9.01 becomes effective, the Company Issuer shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyNotwithstanding Section 11.02 hereof, the Guarantor Issuer, the Guarantors and the Trustee may amend or supplement this Indenture Indenture, the Notes or the Notes Note Guarantees without notice to or the consent of any NoteholderHolder: (1) to cure any ambiguity, omission, mistake, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes; provided, however, that ; (3) to provide for the uncertificated Notes are issued in registered form for purposes of Section 163(f) assumption of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) obligations of the CodeIssuer or a Guarantor to Holders of the Notes and the Note Guarantees in the case of a merger or consolidation or a sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the assets of the Issuer or such Guarantor, as applicable, in accordance with the terms of this Indenture; (4) to add guarantees with respect make any change that would provide any additional rights or benefits to the NotesHolders of such Notes or that does not adversely affect the legal rights under this Indenture of any such Holder; (5) to secure comply with requirements of the NotesCommission in order to effect or maintain the qualification of this Indenture under the TIA; (6) to add conform the text of this Indenture, the Note Guarantees or the Notes to any provision of the Description of Notes in the Offering Memorandum to the covenants extent that such provision in such Description of the Company or the Guarantor for the benefit Notes was intended to be a verbatim recitation of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantora provision of this Indenture; (7) to make add a Guarantor or release any change that does not adversely affect Guarantor from its Note Guarantee if such release is in accordance with the interests terms of any Noteholder;this Indenture; or (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC Additional Notes in connection accordance with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address limitations set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Indenture.

Without Consent of Holders. The Without the consent of the Holders of any Notes the Company, the Trustee and (as applicable) any Note Guarantor and may enter into one or more indentures supplemental hereto, for any of the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholderfollowing purposes: (1) to cure any ambiguity, omission, defect or inconsistency;, (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor of the respective obligation obligations of the Guarantor or the Company under this Indenture;, (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code;, (4) to add guarantees Guarantees with respect to the Notes; (5) , 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, (65) to add to the covenants of the Company or the Guarantor for the benefit of the Holders Noteholders or to surrender any right or power herein conferred upon the Company, (6) to provide that any Indebtedness that becomes or will become an obligation of a Successor Company or the Guarantor;a Note Guarantor pursuant to a transaction governed by Article 5 (and that is not a Subordinated Obligation) is Senior Subordinated Indebtedness or Guarantor Senior Subordinated Indebtedness for purposes of this Indenture, (7) to provide for or confirm the issuance of Additional Notes, (8) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for Holder under the issuance of any Subsequent Notes; Notes or this Indenture, or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, TIA or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01otherwise.

Without Consent of Holders. (a) The Company, the Guarantor Note Guarantors and the Trustee may amend or supplement this Supplemental Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective obligation obligations of the Guarantor or the Company under the Notes, this Indenture and the Supplemental Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) Notes or to secure the Notes; (65) to add to the covenants of the Company or the Guarantor Note Guarantors for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorNote Guarantors; (6) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA, if applicable; (7) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any Noteholder;Holder in any material respect; or (8) to provide for the issuance of any Subsequent Notes; or (9) Additional Notes as permitted by this Supplemental Indenture. In formulating its opinion on the matters referred to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effectiveabove, the Company shall mail Trustee will be entitled to Noteholders a notice briefly describing rely on such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registerevidence as it deems appropriate, or any defect therein, shall not impair or affect the validity including solely on an Opinion of an amendment under this Section 9.01Counsel and Officers’ Certificate.

Without Consent of Holders. The CompanyWithout the consent of any Holder, the Guarantor Issuers, the Guarantors and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderNotes: (1) to cure any ambiguity, omissionmistake, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided; (3) to provide for the assumption by a Successor Company or a successor company of a Co-issuer or Guarantor, howeveras applicable, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Company’s or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the CodeCo-issuer’s or Guarantor’s obligations under this Indenture; (4) to add guarantees with respect make any change that would provide any additional rights or benefits to the NotesHolders of Notes or that does not materially adversely affect the legal rights under this Indenture of any such Holder; (5) to secure the Notes; (6) to add to the covenants comply with requirements of the Company Commission in order to effect or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with maintain the qualification of this Indenture under the Trust Indenture Act. After Act of 1939, as amended; (7) to add a Guarantee of the Notes; (8) to release a Guarantor upon its sale or designation as an amendment under Unrestricted Subsidiary or other permitted release from its Guarantee; provided that such sale, designation or release is in accordance with the applicable provisions of this Section 9.01 becomes effectiveIndenture; or (9) to conform the text of this Indenture, the Company shall mail Notes or Guarantees to Noteholders a notice briefly describing any provision of the Description of Notes section of the Offering Memorandum; provided that the Issuers have delivered to the Trustee an Opinion of Counsel and Officers’ Certificates, each stating that such amendment. The failure to give such notice to all Noteholders at amendment or supplement complies with the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Guarantors and the Trustee may amend this Indenture Indenture, any Collateral Document or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer Company of the respective obligation Obligations of the Company or any Guarantor under this Indenture, the Notes or the Company under Collateral Documents pursuant to Article 5 of this Indenture; (3) 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 Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) , including any Guaranties, or to add Collateral to further secure the Notes; (65) to add to the covenants of the Company or the any Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the any Guarantor; (76) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (97) to comply with any requirement requirements of the SEC in connection with qualifying, or maintaining the qualification of of, this Indenture under the Trust Indenture ActTIA; or (8) to evidence the release of a Guarantor pursuant to and in accordance with the terms of this Indenture. Without limiting the foregoing, no consent of any Noteholder shall be required for the Trustee to enter into the intercreditor agreement contemplated by Section 4.07 hereof. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend or supplement this Indenture or the Notes Securities without notice to or the consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect the Holders; (2b) to comply with Article 4 4; (c) to provide any security for or modify the Guarantees so long as such modification is otherwise permitted under Article 12; (d) to comply with any requirement in respect connection with the deemed qualification of this Indenture under the assumption by a Successor Guarantor TIA; (e) to add covenants that would benefit the Holders or Successor Issuer of the respective obligation of the Guarantor or to surrender any rights the Company has under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4f) to add guarantees Events of Default with respect to the NotesSecurities; (5g) to secure add circumstances under which the NotesCompany will pay Additional Interest on the Securities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7h) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance Holder of any Subsequent Notesoutstanding Securities; or (9i) to comply with any requirement of conform the SEC in connection with the qualification provisions of this Indenture under to the Trust Indenture Act“Description of Notes” section of the Offering Circular. After an amendment under this Section 9.01 8.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registersuch Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.018.01.

Without Consent of Holders. The Company, the Guarantor Issuers and the Trustee Trustee, together, may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderNoteholder to: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) 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 pur- poses of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4c) to add guarantees with respect to the NotesGuarantees; (5d) to secure the Notes; (6e) to add to the covenants of the Company or the Guarantor provide for the benefit assumption of either Issuer's obligations to Holders of Notes by a successor corporation, partnership or limited liability company in the Holders case of a merger or to surrender any right consolidation or power herein conferred upon the Company sale of all or the Guarantorsubstantially all of either Issuer's assets as contemplated by Section 5.01; (7f) to make any change that does would provide any additional rights or benefits to the Holders of Notes or surrender any power conferred upon the Issuers; (g) make any change that would not adversely affect the interests rights of any NoteholderHolder; (8) to provide for the issuance of any Subsequent Notes; or (9h) to comply with any requirement requirements of the SEC in connection with order to effect or maintain the qualification of this Indenture under the Trust Indenture Act. After TIA; or (i) provide for the issuance of the Exchange Notes or Additional Notes; provided, however, that the Issuers have delivered to the Trustee an Opinion of Counsel and an Officers' Certificate, each stating that such amendment under this Section 9.01 becomes effective, or supplement complies with the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.01.

Without Consent of Holders. (a) The Company, the Guarantor Guarantors and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Guarantor or the Company under this Indenture; (3iii) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees with respect to additional Guarantees of the Notes; (5v) to secure the Notes; (6vi) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7vii) to comply with any requirement of the Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; (viii) make any change that does not adversely affect the interests rights of any NoteholderHolder, subject to the provisions of this Indenture; (8) to ix) provide for the issuance of any Subsequent the Exchange Notes or Additional Notes; or (9x) to comply with any requirement change the name or title of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. Notes, and any conforming changes related thereto. (b) After an amendment under this Section 9.01 11.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The However, the failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.0111.01.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor Company or the Company a Subsidiary Guarantor, as applicable, under this Indenture; (3c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees Guarantees with respect to the NotesSecurities; (5e) to secure the NotesSecurities; (6f) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the any Subsidiary Guarantor; (7g) to make any change that does not materially adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; or (9h) to comply with any requirement of the SEC Commission in connection with the qualification of this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the any Guarantor and the Trustee may modify or amend this Indenture or the Notes without notice to or consent of any Noteholder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to provide for successor Guarantors or otherwise comply with the provisions of Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indentureherein; (3c) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4d) to add additional guarantees with respect to the Notes; (5e) to secure the Notes; (6f) to add to the covenants of the Company or the any Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the any Guarantor; (7g) to make any change that does not adversely affect the interests of any Noteholder; (8) h) to provide for the issuance of the Exchange Notes, which will have terms substantially identical in all material respects to the Notes (except that the transfer restrictions contained in the Notes will be modified or eliminated, as appropriate), and which will be treated, together with any Subsequent outstanding Notes, as a single issue of securities; or (9i) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, Finance Co. and the Guarantor Guarantors, when authorized by a Board Resolution of each of them and delivered to the Trustee, and the Trustee may amend or supplement this Indenture or the Notes or take any of the actions below without notice to or consent of any Noteholderholder: (1) to cure any ambiguity, manifest error, omission, defect defect, mistake or inconsistency;inconsistency or, in the case of any provision or covenant herein (or any portion thereof) that is identical to the indenture, dated as of March 30, 2006, to conform this Indenture to the "Description of Notes" section in the Offering Memorandum, dated March 26, 2006, of the Issuers relating to the offering of the 14% Senior Secured Notes; (with such changes to reflect the fact that the Notes are unsecured, and to reflect the potential issuance of the Payment-in-Kind Notes). (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Issuers or any Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Guarantees with respect to the Notes, including any subsidiary guarantees; (5) to secure the Notes; (6) to add to the covenants of the Company or any of the Guarantor Restricted Entities for the benefit of the Holders holders of the Notes or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.Restricted Entities;

Without Consent of Holders. The CompanyNotwithstanding Section 8.02, without the consent of any Holder of the Notes, the Guarantor Issuer and the Trustee may amend this the Indenture or the Notes without notice to or consent of any Noteholderto: (1a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in any manner that is not adverse in any material respect to any Holder of the Notes; (2b) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer Surviving Person of the respective obligation obligations of the Guarantor or Issuer under the Company under this Indenture; (3c) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B163(f)(ii)(B) of the Code); (4d) to add guarantees Guarantees with respect to the NotesNotes and release any Guarantees in accordance with the Indenture; (5e) to secure the Notes; (6f) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders of the Notes or to surrender any right or power herein conferred upon the Company or the GuarantorIssuer; (7g) to make any change that does not adversely affect the interests rights of any NoteholderHolder of the Notes; (8) to provide for the issuance of any Subsequent Notes; or (9h) to comply with any requirement of the SEC Commission in connection with the qualification of this the Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effectiveTIA; (i) conform the Indenture, the Company shall mail Notes or the Note Guarantees to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at any provision of the address set forth “Description of the Notes” contained in the Note Register, or any defect therein, shall not impair or affect Offering Memorandum; (j) provide for the validity issuance of an amendment Additional Notes in accordance with the Indenture; or (k) evidence and provide for the acceptance of the appointment of a successor Trustee under this Section 9.01the Indenture.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or and the Notes other Indenture Documents, including the Subsidiary Guarantees and the Notes, without notice to or consent of any Noteholder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; (provided, however, that the uncertificated Notes are issued 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); (4iv) to add guarantees with respect to the NotesNotes (or to remove such guarantees, subject in the case of the Subsidiary Guarantees, to the provisions of Section 9.2(b) or to secure the Notes (or thereafter to release such security); (5) to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7vi) to make any change that does not adversely affect provide for issuance of the interests Exchange Notes under this Indenture (including to provide for treatment of any Noteholderthe Exchange Notes and the Notes as a single class of securities) in connection with the Registered Exchange Offer; (8) to provide for the issuance of any Subsequent Notes; or (9vii) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, TIA or to otherwise comply with the Company shall mail TIA; or (viii) to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or make any defect therein, shall change that does not impair or adversely affect the validity rights of an amendment under this Section 9.01any Noteholder.

Without Consent of Holders. The CompanyWithout the consent of any Holder, the Guarantor Issuer, the Subsidiary Guarantors and the Trustee may amend this Indenture or and the Notes without notice to or consent of any Noteholderto: (1) to cure any ambiguity, omission, defect defect, mistake or inconsistencyinconsistency that does not adversely affect the Holders; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Issuer or any Subsidiary Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Guarantees with respect to the Notes, including Subsidiary Guarantees, or release a Subsidiary Guarantor from its Subsidiary Guarantee and terminate such Subsidiary Guarantee; provided, however, that the release and termination is in accord with the applicable provisions of this Indenture; (5) to secure the NotesNotes or Subsidiary Guarantees; (6) to add to the covenants of the Company Issuer or the a Subsidiary Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or the a Subsidiary Guarantor; (7) to make any change that does not adversely affect the interests rights of any NoteholderHolder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.TIA;

Without Consent of Holders. The CompanyWithout the consent of any Holder, the Guarantor Issuer, the Subsidiary Guarantors and the Trustee may amend this First Supplemental Indenture or and the Notes without notice to or consent of any Noteholderto: (1) to cure any ambiguity, omission, defect defect, mistake or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor of the respective obligation obligations of the Issuer or any Subsidiary Guarantor or the Company under this First Supplemental Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Subsidiary Guarantees with respect to the Notes, including Subsidiary Guarantees, or release a Subsidiary Guarantor from its Subsidiary Guarantee and terminate such Subsidiary Guarantee; provided, that the release and termination is in accordance with the applicable provisions of this First Supplemental Indenture; (5) to secure the NotesNotes or Subsidiary Guarantees; (6) to add to the covenants of the Company Issuer or the a Subsidiary Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or the a Subsidiary Guarantor; (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) Holder; provided, however, that any change to provide for conform this First Supplemental Indenture to the issuance “Description of notes” contained in the prospectus supplement of the Issuer dated April 18, 2013 relating to the offering of the Notes will not be deemed to adversely affect the rights of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.Holder;

Without Consent of Holders. The Company, when authorized by a Board Resolution, the Guarantor Guarantors and the Trustee Trustee, together, may amend or supplement this Indenture Indenture, the Notes or the Notes Security Documents without notice to or the consent of any NoteholderHolders to: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect provide for the assumption of the assumption by Company's or any Guarantor's obligations to Holders of Notes in the case of a Successor Guarantor merger or Successor Issuer consolidation or sale of all or substantially all of the respective obligation of the Guarantor Company's or the Company under this Indentureany Guarantor's assets; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; (4) add any Person as a Guarantor; (5) add any additional property or assets as Collateral; (6) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect in any material respect the rights under this Indenture or the Security Documents of any such Holder; or (7) comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; provided, however, 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; (4) to add guarantees with respect Company has delivered to the Notes; (5) to secure the Notes; (6) to add Trustee an Opinion of Counsel and an Officers' Certificate, each reasonably satisfactory to the covenants Trustee and each stating that such amendment or supplement complies with the provisions of the Company or the Guarantor for the benefit this Section 9.01. The consent of the Holders or of the Notes is not necessary under this Indenture to surrender any right or power herein conferred upon approve the Company or the Guarantor; (7) to make any change that does not adversely affect the interests particular form of any Noteholder; (8) to provide for proposed amendment or waiver. It is sufficient if such consent approves the issuance of any Subsequent Notes; or (9) to comply with any requirement substance of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an proposed amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01waiver.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes and the Escrow Agreement without notice to or consent of any Noteholder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3c) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees Guarantees with respect to the NotesNotes or release Guarantors from their Note Guaranties as provided by the terms of this Indenture or the Note Guaranties; (5e) to secure the Notes; Notes (6) and, thereafter, provide releases of collateral in accordance with the security documents entered into in connection therewith), to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7f) to make any change that does not adversely affect the interests rights of any Noteholder; (8) g) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; (h) to provide for the issuance of any Subsequent Notesadditional Notes in accordance with this Indenture; or (9i) to comply with conform any requirement of the SEC in connection with the qualification provision of this Indenture under to the Trust Indenture Act“Description of Notes” contained in the Offering Memorandum. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, when authorized by a resolution of its Board of Directors (as evidenced by a Board Resolution delivered to the Guarantor Trustee), the Subsidiary Guarantors (in their capacity as Guarantors) and the Trustee Trustee, may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder to: (1) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) evidence and provide for the acceptance of appointment hereunder by a successor Trustee and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (4) establish the form or forms of Notes of any series or the coupons appertaining to such Notes; (5) provide for uncertificated Notes in addition to or in place of the certificated Notes; provided, however, that the uncertificated Notes are issued in registered form and make all appropriate changes 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 Codepurpose; (46) allow any Subsidiary Guarantor to add guarantees execute a supplemental indenture and a Note Guarantee with respect to the Notes or to release a Guarantee or security interest under the Notes or a Note Guarantee in accordance with the terms of this Indenture; (7) make any change that would provide any additional rights or benefits to the Holders; (8) comply with the rules of any applicable securities depository; (9) provide for the issuance of Additional Notes; (510) to secure the Notes; (611) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolders; or (912) to comply with any requirement of conform the SEC in connection with the qualification text of this Indenture under or the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Notes to any provision of the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth “Description of Notes” in the Note RegisterCompany’s Offering Memorandum dated September 21, or any defect therein, shall not impair or affect 2012 related to the validity of an amendment under this Section 9.01.Notes;

Without Consent of Holders. The Company, the Guarantor Note Guarantors -------------------------- and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective an obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) Notes or to secure the Notes; (65) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or Company; (6) to comply with any requirements of the GuarantorSEC in connection with qualifying this Indenture under the TIA; (7) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any NoteholderNoteholder in any material respect; (8) to provide for the issuance of any Subsequent Notesthe Exchange Notes pursuant to the Registration Rights Agreement; or (9) to comply provide for the issuance of Add-On Notes, which will have terms identical to the other Notes except as specified in Section 2.14 or ------------ Section 2.15, and which will be treated, together with any requirement other ------------ Outstanding Notes, as a single issue of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActNotes. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company(a) Subject to the provisions of the Collateral Agency Agreement limiting the ability of the Trustee to amend the Notes and this Indenture, the Guarantor Issuer, the Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with and as allowed by the provisions related to Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to further secure the Notes and to add additional guarantees with respect to the Notesthereto; (5) to secure establish or maintain the NotesLiens of 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 Security Documents or to subject additional property to the Liens of the Security Documents; (6) to add to the covenants of the Company Issuer or the Guarantor Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Issuer the Company; (7) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA; (8) 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 GuarantorIssuer 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;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 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 consent not required to be granted hereunder (which consents which are required to be granted include those set forth in Article 12 and 13 hereof) with respect to the Collateral Agency Agreement and the Security Documents that does not impair the rights of the 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. (8) to provide for the issuance of any Subsequent Notes; or (9c) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, effective (except for any amendment prior to the Company issuance of the Notes) the Issuer shall mail to Noteholders Holders, and publish in accordance with Section 15.02, a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders or to publish such notice, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01. (d) This Indenture may be amended without notice to any Noteholder, by agreement between the Company, the Issuer and the Trustee, at any time prior to the Issue Date.

Without Consent of Holders. The Company, when authorized by a Board Resolution, the Guarantor Guarantors and the Trustee Trustee, together, may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolders to: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect provide for the assumption of the assumption by Company's or any Guarantor's obligations to Holders of Notes in the case of a Successor Guarantor merger or Successor Issuer consolidation or sale of all or substantially all of the respective obligation of the Guarantor Company or the Company under this Indentureany Guarantor's assets; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; (4) add any Person as a Guarantor or secure the Notes or the Guarantees; (5) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect in any material respect the rights under this Indenture of any such Holder; or (6) comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; provided, however, 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; (4) to add guarantees with respect Company has delivered to the Notes; (5) to secure the Notes; (6) to add Trustee an Opinion of Counsel and an Officers' Certificate, each reasonably satisfactory to the covenants Trustee and each stating that such amendment or supplement complies with the provisions of the Company or the Guarantor for the benefit this Section 9.01. The consent of the Holders or of the Notes is not necessary under this Indenture to surrender any right or power herein conferred upon approve the Company or the Guarantor; (7) to make any change that does not adversely affect the interests particular form of any Noteholder; (8) to provide for proposed amendment or waiver. It is sufficient if such consent approves the issuance of any Subsequent Notes; or (9) to comply with any requirement substance of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an proposed amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01waiver.

Without Consent of Holders. The Notwithstanding ‎Section 9.2 of this Indenture, the Company, any Guarantor (with respect to its Note Guarantee or this Indenture), if applicable, the Guarantor Trustee and the Trustee Security Agent may amend this Indenture amend, supplement or modify the Note Documents, the Collateral Documents or the Notes Intercreditor Agreement, without notice to or the consent of any NoteholderHolder, to: (1) to cure any ambiguity, omission, defect mistake, defect, error or inconsistency, conform any provision to any provision under the heading “Description of the Notes” in the Offering Circular or reduce the minimum denomination of the Notes; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor Person of the respective obligation obligations of the Company or a Guarantor under any Note Document, any Collateral Document or the Company under this IndentureIntercreditor Agreement; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor provide for a Note Guarantee for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantorany Restricted Subsidiary; (75) to make any change (including changing the CUSIP or other identifying number on any Notes) that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for 6) at the issuance of any Subsequent Notes; or (9) to Company’s election, comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, if such qualification is required; (7) make such provisions as necessary (as determined in good faith by the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at Company) for the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity issuance of an amendment under this Section 9.01.Additional Notes;

Without Consent of Holders. The Company, the Guarantor Issuers and the Trustee Guarantors, if any, when authorized by a Board Resolution of each of them, and the Trustee, together, may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described de scribed in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees comply with respect any requirements of the SEC in order to effect or maintain the Notesqualification of this Indenture under the TIA; (5) to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor Issuers for the benefit of the Holders or to surrender any a right or power herein conferred upon the Company or the GuarantorIssuers; (7vi) to make any change that does not adversely affect add Guarantees with respect to the interests of any NoteholderNotes; (8) vii) to provide for secure the issuance of any Subsequent Notes; or (9viii) to comply with make any requirement other change that does not ad versely affect in any material respect the rights of any Holders hereunder; provided that the SEC in connection Issuers have delivered to the Trustee an Opinion of Counsel stating that such amendment or supplement complies with the qualification provisions of this Indenture under the Trust Indenture ActSection 9.1. After an amendment amendment, supplement or waiver under this Section 9.01 9.1 becomes effective, the Company Issuers shall mail to Noteholders the Holders affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Issuers to mail such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registernotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under this Section 9.01any such amendment, supplement or waiver.

Without Consent of Holders. The CompanyNotwithstanding Section 9.02, the Guarantor Issuer, the Guarantors and the Trustee Trustee, together, may amend or supplement this Indenture Indenture, the Notes or the Notes Subsidiary Guarantees without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that ; (3) to provide for the uncertificated Notes are issued in registered form for purposes of Section 163(f) assumption of the Code Issuer’s obligations to Holders of Notes in the case of a merger or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) consolidation or sale of all or substantially all of the CodeIssuer’s assets; (4) to add guarantees with respect make any change that would provide any additional rights or benefits to the NotesHolders of Notes or that does not materially adversely affect the legal rights under this Indenture of any Holder; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement requirements of the SEC in connection with order to effect or maintain the qualification of this Indenture under the Trust TIA; or (6) to evidence and provide for the acceptance of appointment under this Indenture Actby a successor or replacement Trustee; provided that the Issuer has delivered to the Trustee an Opinion of Counsel and an Officer’s Certificate, each stating that such amendment or supplement complies with the provisions of this Section 9.01. After an amendment or supplement under this Section 9.01 becomes effective, the Company Issuer shall mail provide to Noteholders the respective Holders a notice briefly describing such amendmentamendment or supplement. The Any failure of the Issuer to give mail such notice to all Noteholders at the address set forth in the Note RegisterHolders entitled to receive such notice, or any defect therein, shall not not, however, impair or affect the validity of an any such amendment under this Section 9.01or supplement.

Without Consent of Holders. The Company, the Guarantor and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV or Section 12.17 hereof in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective an obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make provisions with respect to the conversion rights in the Notes pursuant to Section 12.17 hereof; (8) to make any change that does not materially adversely affect the interests of any Noteholder; (8) 9) to provide for the issuance of any Subsequent Notes; or (910) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 10.1 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.0110.1.

Without Consent of Holders. (a) The Company, the Guarantor Note Guarantors and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Surviving Entity of the respective obligation obligations of the Guarantor or the Company under the Notes and this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, provided that 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; (4) to add guarantees Guarantees with respect to the Notes or to secure the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or any Note Guarantor; (6) to comply with any requirements of the GuarantorCommission in connection with maintaining the qualification of this Indenture under the TIA; (7) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for the issuance of any Subsequent NotesAdditional Notes as permitted by Sections 2.2(c) and 2.11; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. add Collateral. (b) After an amendment or supplement under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The CompanyIssuer, the Guarantor and the Trustee may amend this Indenture or the Notes may, at any time, and from time to time, without notice to or consent of any NoteholderHolder of Notes, enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) 9.1.1 to cure any ambiguity, omission, defect evidence the succession of another Person to the Issuer or inconsistency; (2) to comply with Article 4 in respect of the Guarantor and the assumption by a Successor Guarantor or Successor Issuer such successor of the respective obligation covenants of the Guarantor Issuer or the Company under this Indenture; Guarantor herein and contained in the Notes (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, provided that the uncertificated Notes are issued in registered form for purposes Issuer or the Guarantor and such successor provide written notice of Section 163(f) such succession and assumption to the Holders of the Code or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code;Notes); or (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) 9.1.2 to add to the covenants of the Company Issuer or the Guarantor Guarantor, for the benefit of the Holders of all of the Notes, or to surrender any right or power herein conferred upon the Company Issuer or the Guarantor;; or (7) 9.1.3 to make add any change that does not adversely affect additional Events of Default; or 9.1.4 to evidence and provide for the interests acceptance of any Noteholder;appointment hereunder of a successor Trustee; or (8) 9.1.5 to secure the Notes; or 9.1.6 to comply with the Securities Act, the Exchange Act, the Investment Company Act of 1940, as amended, or the Trust Indenture Act; or 9.1.7 to provide for the issuance of any Subsequent NotesAdditional Notes in accordance with this Indenture; or (9) 9.1.8 to comply cure any ambiguity, omission or defect herein, or to correct or supplement any provision hereof which may be inconsistent with any requirement other provision hereof; or 9.1.9 to add any other provisions with respect to matters or questions arising under this Indenture, or to modify, alter, amend or supplement this Indenture in any other manner; provided that such actions shall not adversely affect the legal rights of the SEC in connection with the qualification Holders of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Notes.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee Guarantors, when authorized by a Board Resolution of each of them, and the Trustee, together, may amend or supplement this Indenture or the Notes or the Guarantees without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture;five; 73 66 (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B163(f)(2)(b) of the Codecode); (4iv) to add guarantees comply with respect any requirements of the sec in order to effect or maintain the Notesqualification of this Indenture under the TIA; (5) to secure the Notes; (6v) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any a right or power herein conferred upon the Company or the GuarantorCompany; (7vi) to add Guarantees with respect to the Notes; (vii) to secure the Notes; or (viii) to make any other change that does not adversely affect in any material respect the interests rights of any Noteholder; (8) Holders hereunder; provided that the Company have delivered to provide for the issuance Trustee an Opinion of any Subsequent Notes; or (9) to comply with any requirement of Counsel stating that such amendment or supplement is permitted or authorized under the SEC in connection with the qualification terms of this Indenture under the Trust Indenture Actand that all conditions precedent have been complied with. After an amendment amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to Noteholders the Holders affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Registernotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under this Section 9.01any such amendment, supplement or waiver.

Without Consent of Holders. (a) The Company, the Guarantor Guarantors and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Guarantor or the Company under this Indenture; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; providedPROVIDED, howeverHOWEVER, 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; (4iv) to add guarantees with respect to additional Guarantees of the Notes; (5v) to secure the Notes; (6vi) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7vii) to comply with any requirement of the Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; (viii) make any change that does not adversely affect the interests rights of any NoteholderHolder, subject to the provisions of this Indenture; (8) to ix) provide for the issuance of any Subsequent the Exchange Notes or Additional Notes; or (9x) to comply with any requirement change the name or title of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. Notes, and any conforming changes related thereto. (b) After an amendment under this Section 9.01 11.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The However, the failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.0111.01.

Without Consent of Holders. The Company(a) Subject to the provisions of the Collateral Agency Agreement limiting the ability of the Trustee to amend the Notes and this Indenture, the Guarantor Issuer, the Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with and as allowed by the provisions related to Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to further secure the Notes and to add additional guarantees with respect to the Notesthereto; (5) to secure establish or maintain the NotesLiens of 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 Security Documents or to subject additional property to the Liens of the Security Documents; (6) to add to the covenants of the Company Issuer or the Guarantor Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Issuer the Company; (7) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA; (8) 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 GuarantorIssuer 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; 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 (8) to provide for or such other perfection and priority contemplated by the issuance of any Subsequent Notes; or (9Security Documents) to comply with any requirement or diminishes the security afforded the Liens of the SEC in connection with Security Documents; provided, however, that if the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effectiveTrustee 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 mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address direction of the majority of Holders, grant any consent not required to be granted hereunder (which consents which are required to be granted include those set forth in Article 12 and 13 hereof) with respect to the Note Register, or any defect therein, shall Collateral Agency Agreement and the Security Documents that does not impair the rights of the Holders or affect the validity of an amendment under this Section 9.01.security afforded the Holders through the Collateral Agency Agreement and the

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3c) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees Guarantees with respect to the Notes; (5) Notes or to secure the Notes; (6e) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7f) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (g) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The From time to time, the Company, the Guarantor Parent, the Subsidiary Guarantors and the Trustee Trustee, without the consent of the Holders, may amend amend, modify, waive or supplement provisions of this Indenture or Indenture, the Notes without notice to or consent of any Noteholderand the Registration Rights Agreement: (1) to cure any ambiguity, omission, defect or inconsistencyinconsistency contained therein; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation of Company's, the Guarantor Parent's or a Subsidiary Guarantor's obligations under this Indenture and the Company Notes to the extent permitted under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, howeverNotes (PROVIDED, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Subsidiary Guarantees with respect to the Notes or to secure the Notes; (5) to secure the Notes; (6) to add to the covenants of the Parent, the Company or the Guarantor Restricted Subsidiaries of the Parent for the benefit of the Holders of the Notes or to surrender any right or power herein conferred upon the Parent, the Company or a Restricted Subsidiary of the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent NotesParent; or (96) to comply with any requirement requirements of the SEC Commission in connection with order to effect or maintain the qualification of this Indenture under the Trust Indenture Act. After an TIA; so long as, in each case, such amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall does not impair or adversely affect the validity rights of any Holder of the Notes, as evidenced by an amendment under this Section 9.01Opinion of Counsel.

Without Consent of Holders. The Company, the Parent Guarantor and the Trustee may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder to: (1a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture or in the Notes; (2b) conform the terms of this Indenture or the Notes to comply the “Description of Notes” section of the Offering Memorandum; (c) upon the occurrence of a Share Exchange Event, solely (i) provide that the Notes are convertible into Reference Property, subject to Section 11.03, and (ii) effect the related changes to the terms of the Notes required by Section 11.06, in each case, in accordance with Article 4 in respect of Section 11.06; (d) provide for the assumption by a Successor Guarantor or Successor Issuer Company of the respective obligation obligations of the Guarantor or the Company under this IndentureIndenture pursuant to Article 6; (3e) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5f) to secure the Notes; (6g) to add to the covenants of the Company Company’s or the Guarantor Parent Guarantor’s covenants or Events of Default for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Parent Guarantor; (7h) to irrevocably elect a Settlement Method or eliminate, in the aggregate, any one or two Settlement Methods and/or irrevocably elect a Specified Dollar Amount; or (i) make any change that does not adversely affect the interests rights of any Noteholder; (8) Holder. Any amendment or supplement to provide for this Indenture authorized by the issuance provisions of this Section 10.01 may be executed by the Company, the Parent Guarantor and the Trustee without the consent of the Holders of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders Notes at the address set forth in time outstanding, notwithstanding any of the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.0110.02.

Without Consent of Holders. The Company, the Guarantor and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistency; (2b) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3c) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees with respect to the NotesSecurities; (5e) to secure the NotesSecurities; (6f) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9g) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust TIA; (h) to make any change that does not materially adversely affect the rights of any Holder; or (i) to conform the provisions of this Indenture Actto the “Description of notes” section of the Offering Memorandum. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The CompanyCompany and any Guarantor (with respect to a Note Guarantee and this Indenture), when authorized by a resolution of the Guarantor Board of Directors of each of them, as applicable, and the Trustee may amend or supplement this Indenture Indenture, a Note Guarantee or the Notes without notice to or consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect or inconsistency; provided, however, that such amendment or supplement does not adversely affect the rights of any Holder; (2b) to comply with Article 4 in respect of effect the assumption by a Successor Guarantor or Successor Issuer successor Person of the respective obligation all obligations of the Guarantor or the Company under the Notes and this IndentureIndenture in connection with any transaction complying with Article Five; (3c) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4d) to add guarantees comply with respect any requirements of the SEC in order to effect or maintain the Notesqualification of this Indenture under the TIA; (5e) to secure make any change that would provide any additional benefit or rights to the NotesHolders; (6f) to make any other change that does not adversely affect the rights of any Holder under this Indenture in any material respect; (g) to add to the covenants of the Company or the Guarantor for the benefit of the Holders Holders, or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7h) to make any change that does not adversely affect secure the interests Notes pursuant to the requirements of any Noteholder;Section 4.10 or otherwise; or (8) i) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC Additional Notes and Note Guarantees in connection accordance with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address limitations set forth in this Indenture as of the Note RegisterIssue Date, including Section 4.04. provided, however, that the Company has delivered to the Trustee an Opinion of Counsel stating that such amendment or any defect therein, shall not impair or affect supplement complies with the validity provisions of an amendment under this Section 9.0110.01.

Without Consent of Holders. The CompanyNotwithstanding Section 8.2 and Section 8.3, without the consent of any Holder of Notes of a Series, the Guarantor Company and the Trustee may amend or supplement this Supplemental Indenture or and the Base Indenture (in each case, as it relates to the Notes without notice to or consent of any Noteholdersuch Series and including the Subsidiary Guarantee of such Series) and the Notes of such Series to: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor entity of the respective obligation obligations of the Guarantor or the Company under this Supplemental Indenture and the Base Indenture (in each case, as it relates to the Notes of such Series) or the Notes of such Series in accordance with Section 801 and Section 802 of the Base Indenture; (3) to provide for or facilitate the issuance of uncertificated Notes of such Series in addition to or in place of certificated Notes; provided, however, 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); (4) to add guarantees Guarantees with respect to the NotesNotes of such Series, evidence the release of a Guarantor from its Guarantee or provide for the assumption by a successor entity of the obligations of a Guarantor in accordance with the applicable provisions of the Indenture; (5) to secure the NotesNotes of such Series or any Guarantee thereof; (6) to add to the covenants of the Company or other obligor under the Guarantor Indenture (as it relates to the Notes of such Series) or the Notes of such Series or any Guarantee, as the case may be, or Events of Default for the benefit of the Holders of the Notes of such Series or any Guarantee or to make other changes that would provide additional rights to the Holders of the Notes of such Series or to surrender any right or power herein conferred upon the Company or the Guarantorother such obligor; (7) to make any change that does not adversely affect the interests legal or contractual rights of any NoteholderHolder under the Indenture (as it relates to the Notes of such Series) or the Notes of such Series; (8) evidence and provide for the acceptance of an appointment under the Indenture (as it relates to the Notes of such Series) of a successor trustee; provided that the successor trustee is otherwise qualified and eligible to act as such under the terms of the Indenture (as it relates to the Notes of such Series); (9) provide for the issuance of Additional Notes of such Series permitted to be issued under the Indenture (as it relates to the Notes of such Series); (10) comply with the rules of any Subsequent Notesapplicable securities depositary; or (911) conform the text of this Supplemental Indenture or the Base Indenture (in each case, as it relates to comply with the Notes of such Series and including the Subsidiary Guarantee of such Series), the Notes of such Series or the Subsidiary Guarantee of such Series to any requirement provision of the SEC section of the Company’s Prospectus Supplement dated April 9, 2024 entitled “Description of Notes” or the “Description of Debt Securities” set forth in connection with the qualification accompanying base prospectus to the extent that such provision in the “Description of this Notes” or the “Description of Debt Securities” was intended to be a verbatim recitation of a provision of the Indenture under (as it relates to the Trust Indenture ActNotes of such Series or the Subsidiary Guarantee of such Series), the Notes of such Series or the Subsidiary Guarantee of such Series, which intent shall be established by an Officer’s Certificate. After an amendment amendment, supplement or waiver under this Section 9.01 the Indenture becomes effective, the Company shall mail is required to Noteholders send to the applicable Holders a notice briefly describing such amendment, supplement or waiver. The However, the failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect thereinin the notice, shall will not impair or affect the validity of an amendment under this Section 9.01any amendment, supplement or waiver.

Without Consent of Holders. The Company, the Guarantor when authorized by a resolution of its Board of Directors (as evidenced by a Board Resolution), and the Trustee (upon delivery to it of an Officers’ Certificate and an Opinion of Counsel confirming compliance of such amendment or supplement with the requirements of this Indenture) may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture, provided that such action shall not adversely affect the interests of the Holders of the Notes; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) to comply with any requirements of the SEC in connection with the qualification of this Indenture under the TIA; (4) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee; (5) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to one or more initial or additional Guarantees on the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantorterms required by this Indenture; (7) to make any change that does not adversely affect grant Liens securing the interests of any NoteholderNotes; (8) to conform the terms of this Indenture to the terms set forth under “Description of Notes” in the Final Offering Memorandum; (9) to provide for the issuance of any Subsequent Additional Notes; or (910) to comply with make any requirement change that, in the good faith opinion of the SEC in connection with the qualification Board of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Directors of the Company shall mail to Noteholders as evidenced by a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterBoard Resolution, or any defect therein, shall does not impair or materially and adversely affect the validity rights of an amendment under this Section 9.01any Holder.

Without Consent of Holders. The Company, the Guarantor Issuer and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Guarantor or the Company Issuer under this IndentureIndenture in the event of any transaction in compliance with Article 5 in which Issuer is not the Surviving Person; (3iii) 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 or in a manner such that the uncertificated Notes are as described in Section 163(f)(2)(B) of the Code; (4iv) to add guarantees Guarantees with respect to the Notes; (5v) to secure release any Guarantor from its Guarantee when permitted by this Indenture; (vi) to add security for the Notes; (6vii) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders or to surrender any right or power herein conferred upon Issuer hereunder or under the Company Pledge Agreements or the Guarantorother Security Documents; (7viii) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; or (9ix) to comply with any requirement requirements of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 becomes effective, the Company Issuer shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyNote Issuers, the Guarantor Subsidiaries and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Section 4.15 or Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3) to provide for uncertificated Notes Securities 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees further Subsidiary Guaranties with respect to the Notes or to release Guarantor Subsidiaries when permitted by the terms hereof, or to secure the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor Note Issuers for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or Note Issuers; (6) to comply with any requirements of the GuarantorSEC in connection with qualifying this Indenture under the TIA; (7) to make any change that does not adversely affect the interests rights of any Noteholder;Holder; and (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement and authorization of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActExchange Notes or Private Exchange Notes. After an amendment under this Section 9.01 becomes effective, the Company Note Issuers shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor Issuers and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture5; (3) 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 or in a manner such that the uncertificated Notes are as described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes, including the Subsidiary Guaranties; (5) to secure the Notes; (6) to add to the covenants of the Company Issuers or the Guarantor Subsidiary Guarantors for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuers or the GuarantorSubsidiary Guarantors; (7) to make any change that does not adversely affect the interests rights of any Noteholder;; or (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement requirements of the SEC in connection with the qualification of qualifying this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 becomes effective, the Company Issuers shall mail to the Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01section.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderNote holder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture6; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to comply with any requirements of the SEC in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (8) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyNotwithstanding Section 9.02 of this Indenture, without the consent of any Holder of Notes, the Guarantor Issuer, the Guarantors, if any, and the Trustee may amend or supplement this Indenture or the Notes without notice to or consent of any NoteholderNotes: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that ; (3) to provide for the uncertificated Notes are issued in registered form for purposes of Section 163(f) assumption of the Code Issuer's obligations to Holders of Notes in the case of a merger or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) consolidation or sale of all or substantially all of the CodeIssuer or to provide for Note Guarantees; (4) to add guarantees with respect make any change that would provide any additional rights or benefits to the NotesHolders of Notes or that does not adversely affect in any material respect the legal rights under this Indenture of any such Holder; (5) to secure the Notes; (6) to add to the covenants comply with requirements of the Company Commission in order to effect or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with maintain the qualification of this Indenture under the Trust Indenture Act. After ; (6) to provide for the issuance of Additional Notes in accordance with this Indenture; (7) to add Guarantors with respect to the Notes or to secure the Notes; (8) to comply with the rules of any applicable securities depositary; or (9) to provide for a successor trustee in accordance with the terms of this Indenture or to otherwise comply with any requirement of this Indenture; provided that the Issuer has delivered to the Trustee an Opinion of Counsel and an Officers' Certificate, each stating that such amendment under this Section 9.01 becomes effective, or supplement complies with the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity provisions of an amendment under this Section 9.01.

Without Consent of Holders. (a) The Company, the Guarantor Company and the Trustee may modify and amend this Indenture or without the Notes without notice to or consent of any NoteholderHolder for any of the following purposes: (1) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureSection 5.01; (3) to provide for uncertificated Notes 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees additional Note Guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders of the Notes or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests rights of any NoteholderHolder of the Notes; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC Commission in connection with the qualification of this Indenture under the Trust Indenture Act of 1939, as amended; (9) to provide for the issuance of Additional Notes in accordance with this Indenture, including the issuance of Additional Notes as restricted securities under the Securities Act. After an amendment ; (10) to evidence and provide the acceptance of the appointment of a successor Trustee under Section 7.07; or (11) to conform the text of this Section 9.01 becomes effective, Indenture or the Company shall mail Notes to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at any provision of the address set forth “Description of the New Notes” contained in the Note Register, Offering Memorandum to the extent that such provision in the “Description of the New Notes” is intended to be a verbatim recitation of a provision of this Indenture or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Notes.

Without Consent of Holders. The (a) From time to time, the Issuers, the Company, the Guarantor Subsidiary Note Guarantors and the Trustee may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureIV and/or Section 10.2; (3) to evidence or provide for a replacement Trustee; (4) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes; provided, however, that the any such uncertificated Notes are shall be 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; (45) to add guarantees with respect to the Notes; (5) , to secure the NotesNotes or make any intercreditor arrangements (not otherwise prohibited by this Indenture) with respect to such security; (6) to add to the covenants of the Company Issuers or the Guarantor Note Guarantors for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuers or the GuarantorNote Guarantors; (7) to comply with any requirements of the Commission in connection with qualifying this Indenture or maintaining its qualification under the TIA; (8) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) 9) to provide for the issuance of the Exchange Notes of a series, which will be treated, together with any Subsequent Notesother Outstanding Notes of such series, as a single issue of securities; (10) to provide for the issuance of Additional Notes of a series as permitted by Section 2.2(c) and Section 2.14, which will be treated, together with any other Outstanding Notes of such series, as a single issue of securities; or (911) to comply with release any requirement Note Guarantor from any of the SEC in connection with the qualification of its obligations under its Note Guarantee or this Indenture under (to the Trust Indenture Act. extent permitted hereunder). (b) After an amendment under this Section 9.01 9.1 becomes effective, the Company Issuers shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The Company, the Guarantor Company and the --------------------------- Trustee may amend this Indenture or the Notes Securities of any series without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated NotesSecurities; provided, however, that the -------- ------- uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the NotesSecurities of such series or to secure the Securities of such series; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders of Securities of such series or to surrender any right or power herein conferred upon the Company or Company; (6) to comply with any requirements of the GuarantorSEC in connection with qualifying this Indenture under the TIA; (7) to make any change that does not adversely affect the interests rights of any Noteholder;older of Securities of such series; or (8) to evidence and provide for the issuance acceptance of appointment hereunder by a successor or separate Trustee with respect to the Securities of one or more series and to add to or change any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification provisions of this Indenture under as shall be necessary to provide for or facilitate the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, administration of the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01trusts hereunder by more than one Trustee.

Without Consent of Holders. (a) The Company, the Guarantor Issuer and the Trustee acting jointly may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment does not, in the opinion of the Trustee, adversely affect the rights of any Holder in any material respect; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Guarantor or the Company Issuer under this Indenture; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; Notes (provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or the Guarantorany of its Subsidiaries; (7v) to make any change that does not in the opinion of the Trustee adversely affect the interests rights of any Noteholder;Holder, subject to the provisions of this Indenture; or (8) to vi) provide for the issuance of any Subsequent Additional Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company Issuer shall mail transmit in accordance with Section 10.01 to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee Trustee, together, may amend or supplement this Indenture Indenture, the Notes or the Notes Subsidiary Guarantees without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Company or any Subsidiary Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4) to add guarantees Guarantees with respect to the NotesNotes or release a Subsidiary Guarantor upon its designation as an Unrestricted Subsidiary; provided, however, that the designation is in accord with the applicable provisions of this Indenture; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change changes that does not adversely affect the interests rights of any NoteholderHolder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, ; or (9) to provide for the Company issuance of Exchange Securities which shall mail have terms substantially identical in all respects to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth Notes (except that the transfer restrictions contained in the Note RegisterNotes shall be modified or eliminated as appropriate) and which shall be treated, or together with any defect thereinoutstanding Notes, shall not impair or affect the validity as a single class of an amendment under this Section 9.01.securities

Without Consent of Holders. The Company, the Guarantor Note -------------------------- Guarantors and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer ---------- Surviving Entity of the respective an obligation of the Guarantor or the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) Notes or to secure the Notes; (65) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or Company; (6) to comply with any requirements of the GuarantorCommission in connection with qualifying this Indenture under the TIA; (7) to make any change that does not not, in the opinion of the Trustee, adversely affect the interests rights of any NoteholderNoteholder in any material respect; (8) to provide for the issuance of any Subsequent Notesthe Exchange Notes pursuant to the Registration Rights Agreement; or (9) to comply provide for the issuance of Add-On Notes, which will have terms identical to the other Notes and which will be treated, together with any requirement other Outstanding Notes, as a single issue of the SEC Notes, except as specified in connection with the qualification of this Indenture under the Trust Indenture ActSection 2.14 or Section 2.15. ------------ ------------ After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The CompanyIssuers, the Guarantor Guarantors and the Trustee Trustee, together, may amend or supplement this Indenture Indenture, the Notes or the Notes Note Guarantees without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect defect, mistake or inconsistency, as evidenced by an Officer’s Certificate; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor successor corporation or Successor Issuer other entity of the respective obligation obligations of the Parent, the Issuers or any Subsidiary Guarantor or the Company under this Indenture, the Notes and the Note Guarantee; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) , including any Subsidiary Guarantees, or to secure the Notes; (65) to add to the covenants of the Company Parent, the Issuers or the Guarantor a Restricted Subsidiary of Parent for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Parent, the Issuers or the Guarantora Restricted Subsidiary of Parent or to add additional Events of Default; (76) to make any change that does not adversely affect the interests rights of any NoteholderHolder in any material respect; (8) to provide for the issuance of any Subsequent Notes; or (97) to comply with any requirement of the SEC in connection with order to effect or maintain the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note Register, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.;

Without Consent of Holders. The Company, the Guarantor Company and the Trustee -------------------------- may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that the uncertificated Notes are issued 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)(B163(f)(2) (B) of the Code; (4) to add guarantees Guarantees with respect to the Notes or to secure (or provide additional security for) the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Company; (6) to comply with any requirements of the SEC in connection with qualifying this Indenture under the TIA or to otherwise comply with the Guarantor;TIA; or (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor Terra Capital and the Trustee -------------------------- may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor Person of the respective obligation obligations of the Issuer or any Guarantor or the Company under this IndentureIndenture in accordance with Article 5; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, 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 as described in Section 163(f)(2)(B) of the Code; (4) to add guarantees a Guarantor with respect to the Notes; (5) to secure release a Guarantor from its Guarantee and the NotesSecurity Documents when permitted by this Indenture; (6) to add any additional asset as Collateral; (7) to release Collateral from the Lien of the Indenture and the Security Documents when permitted or required by the Indenture; (8) to add to the covenants of the Company Parent or the Guarantor Terra Capital for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Parent or the GuarantorTerra Capital; (79) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolder; or (910) to comply with any requirement requirements of the SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA. After an amendment under this Section 9.01 becomes effective, the Company Terra Capital shall mail to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01section.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend this Indenture or the Notes without notice to or consent of any Noteholder: (1i) to cure any ambiguity, omission, defect or inconsistency; (2ii) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureV; (3iii) to provide for uncertificated Notes in addition to or in place add any additional Events of certificated Notes; provided, however, 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 CodeDefault; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6iv) to add to the covenants of the Company or the Guarantor for the benefit of the Holders of all the Notes or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7v) to make add one or more guarantees for the benefit of holders of the Notes; (vi) to secure the Notes pursuant to the terms of this Indenture; (vii) to add or appoint a successor or separate Trustee or other agent; (viii) 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; (ix) to provide for the issuance of any Additional Notes; (x) to comply with any requirements in connection with qualifying this Indenture under the Trust Indenture Act; (xi) to comply with the rules of any applicable securities depositary; and (xii) to change that any other provision if the change does not adversely affect the interests of any Noteholder; (8) to provide for the issuance of Noteholder in any Subsequent Notes; or (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Actmaterial respect. After an amendment under this Section 9.01 9.1 becomes effective, the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterNoteholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.019.1.

Without Consent of Holders. The Company, the Guarantor Subsidiary Guarantors and the Trustee may amend this Indenture or the Notes Securities without notice to or consent of any NoteholderSecurityholder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article 4 IV in respect of the assumption by a Successor Guarantor or Successor Issuer Company of the respective an obligation of the Guarantor or the Company under this Indenture; (3) to provide for uncertificated Notes Securities in addition to or in place of certificated Notes; provided, however, Securities (provided that the uncertificated Notes Securities are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes Securities are described in Section 163(f)(2)(B163(f) (2) (B) of the Code); (4) to add guarantees Guarantees with respect to the NotesSecurities or to release a Subsidiary Guarantor in accordance with this Indenture; provided, however, that the designation is in accord with the applicable provisions of the Indenture; (5) to secure the NotesSecurities; (6) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorCompany; (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesSecurityholder; or (9) 8) to comply with any requirement of the SEC in connection with qualifying, or maintaining the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Noteholders Securityholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterSecurityholders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01Section.

Without Consent of Holders. The Company, the Guarantor Company and the Trustee may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder: (1a) to cure any ambiguity, omission, defect add guarantees with respect to the Company's obligations under this Indenture or inconsistencythe Notes; (2b) to comply with Article 4 in respect secure the Notes; (c) to provide for the assumption of the assumption Company's obligations under this Indenture and under the Notes by a Reorganization Successor Guarantor or Successor Issuer Corporation as described in Article 5 hereof; (d) to provide for the assumption of the respective obligation Company's obligations under this Indenture and under the Notes by a Merger Successor Corporation as described in Section 10.08 hereof or to modify the conversion rights of the Guarantor Holders in accordance with Section 10.08 hereof upon the occurrence of a Merger Event; (e) to surrender any right or power conferred upon the Company under this Indenture; (3) 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 or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (4) to add guarantees with respect to the Notes; (5) to secure the Notes; (6f) to add to the Company's covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the GuarantorHolders; (7g) to make cure any change ambiguity or correct any inconsistency or defect in this Indenture or in the Notes that does not adversely affect the interests of any NoteholderHolders; (8) to provide for the issuance of any Subsequent Notes; or (9h) to comply with any requirement of the SEC in connection with the any qualification of this Indenture under the Trust TIA; (i) to evidence the acceptance of appointment by a successor Trustee with respect to this Indenture; (j) to comply with the rules of any applicable depositary; (k) to conform the provisions of this Indenture Act. After an amendment under this Section 9.01 becomes effectiveto the "Description of Notes" section of the Preliminary Offering Memorandum, as supplemented by the Company shall mail Pricing Term Sheet; or (l) to Noteholders a notice briefly describing make any other change; provided that such amendment. The failure to give such notice to all Noteholders at the address set forth change individually, or in the Note Registeraggregate with all other such changes, or any defect thereindoes not have, shall and will not impair or affect have, an adverse effect on the validity interest of an amendment under this Section 9.01the Holders.

Without Consent of Holders. The Company, when authorized by a resolution of its Board of Directors (as evidenced by a Board Resolution delivered to the Guarantor Trustee), the Subsidiary Guarantors (in their capacity as Guarantors) and the Trustee Trustee, may amend or supplement this Indenture or the Notes without notice to or the consent of any NoteholderHolder to: (1) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture; (2) to comply with Article 4 in respect of the assumption by a Successor Guarantor or Successor Issuer of the respective obligation of the Guarantor or the Company under this IndentureFive; (3) evidence and provide for the acceptance of appointment hereunder by a successor Trustee and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (4) establish the form or forms of Notes of any series or the coupons appertaining to such Notes; (5) provide for uncertificated Notes in addition to or in place of the certificated Notes; provided, however, that the uncertificated Notes are issued in registered form and make all appropriate changes 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 Codepurpose; (46) allow any Subsidiary Guarantor to add guarantees execute a supplemental indenture and a Note Guarantee with respect to the Notes or to release a Guarantee or security interest under the Notes or a Note Guarantee in accordance with the terms of this Indenture; (7) make any change that would provide any additional rights or benefits to the Holders; (8) comply with the rules of any applicable securities depository; (9) provide for the issuance of Additional Notes; (510) to secure the Notes; (611) to add to the covenants of the Company or the Guarantor for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or the Guarantor; (7) to make any change that does not adversely affect the interests rights of any Noteholder; (8) to provide for the issuance of any Subsequent NotesHolders; or (912) to comply with any requirement of conform the SEC in connection with the qualification text of this Indenture under or the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, Notes to any provision of the Company shall mail to Noteholders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth “Description of Notes” in the Note RegisterCompany’s Offering Memorandum dated December 7, or any defect therein, shall not impair or affect 2017 related to the validity of an amendment under this Section 9.01.Notes;

Without Consent of Holders. (a) The Company, the Guarantor Issuer and the Trustee acting jointly may amend this Indenture or the Notes without notice to or consent of any NoteholderHolder to: (1i) to cure any ambiguity, omission, defect or inconsistency; provided that such amendment does not, in the opinion of the Trustee, adversely affect the rights of any Holder in any material respect; (2ii) to comply with Article 4 in respect of provide for the assumption by a Successor Guarantor or Successor Issuer successor corporation of the respective obligation obligations of the Guarantor or the Company Issuer under this Indenture; (3iii) to provide for uncertificated Notes in addition to or in place of certificated Notes; Notes (provided, however, that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); (4iv) to add guarantees with respect to the Notes; (5) to secure the Notes; (6) to add to the covenants of the Company or the Guarantor Issuer for the benefit of the Holders or to surrender any right or power herein conferred upon the Company Issuer or the Guarantorany of its Subsidiaries; (7v) to make any change that does not in the opinion of the Trustee adversely affect the interests rights of any NoteholderHolder, subject to the provisions of this Indenture; (8) to vi) provide for the issuance of any Subsequent Exchange Notes or Additional Notes; or (9vii) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. After an amendment under this Section 9.01 becomes effective, the Company Issuer shall mail transmit in accordance with Section 10.2 to Noteholders Holders a notice briefly describing such amendment. The failure to give such notice to all Noteholders at the address set forth in the Note RegisterHolders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.