S.A. Uses in Definitions Clause

Definitions from Supplemental Indenture

THIRTEENTH SUPPLEMENTAL INDENTURE (this Thirteenth Supplemental Indenture), dated as of July 10, 2017, between Fidelity National Information Services, Inc., a Georgia corporation (the Company), and The Bank of New York Mellon Trust Company, N.A., a national banking association (the Trustee).

Definitions. Capitalized terms used herein without definition shall have the respective meanings given them in the Base Indenture, provided that references to this Indenture, herein, hereof and hereunder and other words of a similar import in the Base Indenture shall be deemed to be a reference to the Base Indenture as supplemented and amended by this Thirteenth Supplemental Indenture. Any references to Article or Section herein shall be a reference to an article or section of this Thirteenth Supplemental Indenture unless expressly specified otherwise. For purposes of this Thirteenth Supplemental Indenture, the following terms shall have the meanings specified below, notwithstanding any contrary definition in the Base Indenture. or euro means the single currency introduced at the third stage of the European Monetary Union pursuant to the Treaty establishing the European Community, as amended. Below Investment Grade Rating Event means the rating on the Notes (as hereinafter defined) is lowered by each of the Rating Agencies and the Notes are rated below an Investment Grade Rating by each of the Rating Agencies on any date from the date of the public notice of an arrangement that could result in a Change of Control until the end of the 60-day period following public notice of the occurrence of the Change of Control (which 60-day period shall be extended so long as the rating of the Notes is under publicly announced consideration for possible downgrade by any Rating Agency). Change of Control means the occurrence of any of the following: (1) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties and assets of the Company and its Subsidiaries taken as a whole to any person or group (as those terms are used in Section 13(d)(3) of the Exchange Act) other than the Company and its Subsidiaries; (2) the approval by the holders of the Companys common stock of any plan or proposal for the liquidation or dissolution of the Company (whether or not otherwise in compliance with the provisions of the Indenture); (3) the consummation of any transaction (including, without limitation, any merger or consolidation) the result of which is that any person or group (as those terms are used in Section 13(d)(3) of the Exchange Act) becomes the beneficial owner (as defined in Rules 13d-3 and 13d-5 under the Exchange Act), directly or indirectly, of more than 50% of the then outstanding number of shares of the Companys voting stock; or (4) the Company consolidates or merges with or into any entity, pursuant to a transaction in which any of the outstanding voting stock of the Company or such other entity is converted into or exchanged for cash, securities or other property (except when voting stock of the Company constitutes, or is converted into, or exchanged for, at least a majority of the voting stock of the surviving person). Change of Control Triggering Event means the occurrence of both a Change of Control and a Below Investment Grade Rating Event. Clearstream means Clearstream Banking, S.A. or any successor securities clearing agency. Common Depositary means The Bank of New York Mellon, London Branch. Comparable Government Bond means, in relation to any Comparable Government Bond Rate calculation, at the discretion of an Independent Investment Banker, a German government bond whose maturity is closest to the maturity of the Notes (assuming for this purpose that the Notes mature on the Par Call Date), or if such Independent Investment Banker in its discretion determines that such similar bond is not in issue, such other German government bond as such Independent Investment Banker may, with the advice of three brokers of, and/or market makers in, German government bonds selected by the Company, determine to be appropriate for determining the Comparable Government Bond Rate. Comparable Government Bond Rate means the price, expressed as a percentage (rounded to three decimal places, with 0.0005 being rounded upwards), at which the gross redemption yield on the Notes to be redeemed, if they were to be purchased at such price on the third Business Day prior to the date fixed for redemption, would be equal to the gross redemption yield on such Business Day of the Comparable Government Bond on the basis of the middle market price of the Comparable Government Bond prevailing at 11:00 a.m. (London tine) on such Business Day as determined by an Independent Investment Banker. Depositary means, with respect to the Notes, The Bank of New York Mellon, London Branch, as common depositary on behalf of Euroclear and Clearstream, or any successor entity thereto. Euroclear means Euroclear Bank, SA/NV or any successor securities clearing agency. Exchange Act means the Securities Exchange Act of 1934, as amended. Fitch means Fitch Ratings, Inc. and any successor to its rating agency business. ICSDs mean

Definitions from Supplemental Indenture

TWELFTH SUPPLEMENTAL INDENTURE (this Twelfth Supplemental Indenture), dated as of July 10, 2017, between Fidelity National Information Services, Inc., a Georgia corporation (the Company), and The Bank of New York Mellon Trust Company, N.A., a national banking association (the Trustee).

Definitions. Capitalized terms used herein without definition shall have the respective meanings given them in the Base Indenture, provided that references to this Indenture, herein, hereof and hereunder and other words of a similar import in the Base Indenture shall be deemed to be a reference to the Base Indenture as supplemented and amended by this Twelfth Supplemental Indenture. Any references to Article or Section herein shall be a reference to an article or section of this Twelfth Supplemental Indenture unless expressly specified otherwise. For purposes of this Twelfth Supplemental Indenture, the following terms shall have the meanings specified below, notwithstanding any contrary definition in the Base Indenture. or euro means the single currency introduced at the third stage of the European Monetary Union pursuant to the Treaty establishing the European Community, as amended. Below Investment Grade Rating Event means the rating on the Notes (as hereinafter defined) is lowered by each of the Rating Agencies and the Notes are rated below an Investment Grade Rating by each of the Rating Agencies on any date from the date of the public notice of an arrangement that could result in a Change of Control until the end of the 60-day period following public notice of the occurrence of the Change of Control (which 60-day period shall be extended so long as the rating of the Notes is under publicly announced consideration for possible downgrade by any Rating Agency). Change of Control means the occurrence of any of the following: (1) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties and assets of the Company and its Subsidiaries taken as a whole to any person or group (as those terms are used in Section 13(d)(3) of the Exchange Act) other than the Company and its Subsidiaries; (2) the approval by the holders of the Companys common stock of any plan or proposal for the liquidation or dissolution of the Company (whether or not otherwise in compliance with the provisions of the Indenture); (3) the consummation of any transaction (including, without limitation, any merger or consolidation) the result of which is that any person or group (as those terms are used in Section 13(d)(3) of the Exchange Act) becomes the beneficial owner (as defined in Rules 13d-3 and 13d-5 under the Exchange Act), directly or indirectly, of more than 50% of the then outstanding number of shares of the Companys voting stock; or (4) the Company consolidates or merges with or into any entity, pursuant to a transaction in which any of the outstanding voting stock of the Company or such other entity is converted into or exchanged for cash, securities or other property (except when voting stock of the Company constitutes, or is converted into, or exchanged for, at least a majority of the voting stock of the surviving person). Change of Control Triggering Event means the occurrence of both a Change of Control and a Below Investment Grade Rating Event. Clearstream means Clearstream Banking, S.A. or any successor securities clearing agency. Common Depositary means The Bank of New York Mellon, London Branch. Comparable Government Bond means, in relation to any Comparable Government Bond Rate calculation, at the discretion of an Independent Investment Banker, a German government bond whose maturity is closest to the maturity of the Notes (assuming for this purpose that the Notes mature on the Par Call Date), or if such Independent Investment Banker in its discretion determines that such similar bond is not in issue, such other German government bond as such Independent Investment Banker may, with the advice of three brokers of, and/or market makers in, German government bonds selected by the Company, determine to be appropriate for determining the Comparable Government Bond Rate. Comparable Government Bond Rate means the price, expressed as a percentage (rounded to three decimal places, with 0.0005 being rounded upwards), at which the gross redemption yield on the Notes to be redeemed, if they were to be purchased at such price on the third Business Day prior to the date fixed for redemption, would be equal to the gross redemption yield on such Business Day of the Comparable Government Bond on the basis of the middle market price of the Comparable Government Bond prevailing at 11:00 a.m. (London tine) on such Business Day as determined by an Independent Investment Banker. Depositary means, with respect to the Notes, The Bank of New York Mellon, London Branch, as common depositary on behalf of Euroclear and Clearstream, or any successor entity thereto. Euroclear means Euroclear Bank, SA/NV or any successor securities clearing agency. Exchange Act means the Securities Exchange Act of 1934, as amended. Fitch means Fitch Ratings, Inc. and any successor to its rating agency business. ICSDs means, togeth

Definitions from Incentive Compensation Plan

Definitions. For purposes of the Plan, the following capitalized words shall have the meanings set forth below: Affiliate means any subsidiary and any person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, the Company. Award means an award granted pursuant to the Plan, the payment of which shall be contingent on the attainment of Performance Targets with respect to a Performance Period, as determined by the Committee pursuant to Section 6(a). Base Salary means the Participants annualized rate of base salary on the last day of the Performance Period before (i) deductions for taxes or benefits and (ii) deferrals of compensation pursuant to any Company or Affiliate-sponsored plans. Board means the Board of Directors of the Company, as constituted from time to time. Change in Control has the meaning set forth in the Altice USA 2017 Long Term Incentive Plan. Code means the U.S. Internal Revenue Code of 1986, as amended from time to time, including any regulations or authoritative guidance promulgated thereunder and successor provisions thereto. Committee means the Board or, if delegated by the Board, the Compensation Committee of the Board, any successor committee thereto, or any other committee appointed from time to time by the Board to administer the Plan. For purposes of the Plan, reference to the Committee shall be deemed to refer to any subcommittee, subcommittees, or other persons or groups of persons to whom the Committee delegates authority pursuant to Section 3(d). Company means Altice USA, Inc., a Delaware corporation, and any successor thereto. Effective Date means the business day immediately prior to the effective date of the first registration statement that is filed by the Company and declared effective pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, with respect to any class of the Companys equity securities. Maximum Award means as to any Participant for any Plan Year, $3,000,000. Participant means those officers of the Company who are selected by the Committee to receive an Award for the Plan Year. Performance Criteria means a goal or goals established by the Committee and measured over a Performance Period. To the extent that an Award is intended to constitute qualified performance-based compensation under Section 162(m), the Performance Criteria with respect to such Award shall be related to measures of one or more of the criteria listed below. Such criteria may be determined by reference to the performance of the Company, Altice N.V., an Affiliate or a business unit, product or service thereof or any combination of the foregoing. Such criteria may also be measured on a per customer, subscriber, homes passed, basic or diluted share basis or any combination of the foregoing and may reflect absolute performance, incremental performance or comparative performance to other companies (or their products or services) determined on a gross, net, GAAP or non-GAAP basis, with respect to one or more of the following: net or operating income or other measures of profit; measures of revenue; earnings before interest, taxes, depreciation and amortization (EBITDA); cash flow, free cash flow, adjusted operating cash flow and similar measures; return on equity, investment, assets or capital; gross or operating margins or savings; performance relative to budget, forecast or market expectations; market share or penetration, subscriber or customer acquisition or retention, ratings or viewership; operating metrics relating to sales, installations or customer service or satisfaction; capital spending management, network upgrades or product or service deployments; a specified increase in the fair market value of the Companys common stock or that of Altice N.V.; a specified increase in the private market value of the Company; the price of the Companys common stock or that of Altice N.V.; earnings per share; and/or total shareholder return. The Performance Criteria shall be subject to adjustment by the Committee to remove the effect of charges for restructurings, discontinued operations and all items of gain, loss or expense determined to be unusual in nature or infrequent in occurrence, related to the disposal of a segment or a business, or related to a change in accounting principle or otherwise. With respect to Awards that are not intended to constitute qualified performance-based compensation under Section 162(m), the Committee may establish Performance Targets based on any Performance Criteria or no Performance Criteria as it deems appropriate. Performance Targets means the goals selected by the Committee, in its discretion, to be applicable to a Participant for any Performance Period. Performance Targets shall be based upon one or more Performance Criteria. Performance Targets may include a threshold level of performance below which no Award will be paid and levels of performance at which specified percentages of the Tar

Definitions from Supplemental Indenture

EIGHTH SUPPLEMENTAL INDENTURE, dated as of June 7, 2017 (this Eighth Supplemental Indenture), by and among PROLOGIS, L.P., a Delaware limited partnership (hereinafter called the Company), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, PROLOGIS, INC., a Maryland corporation (hereinafter called the Parent), having its principal office at Pier 1, Bay 1, San Francisco, California 94111, as the parent guarantor, U.S. BANK NATIONAL ASSOCIATION, having its Corporate Trust Office at 633 West Fifth Street, 24th Floor, Los Angeles, CA 90071, as trustee under the Base Indenture, and transfer agent and security registrar hereunder (hereinafter called the Trustee, Transfer Agent or Security Registrar), and ELAVON FINANCIAL SERVICES DAC, UK BRANCH, having its Corporate Trust Office at 125 Old Broad Street, London EC2N 1AR, United Kingdom, as paying agent (hereinafter called the Paying Agent).

Definitions. Capitalized terms used in this Eighth Supplemental Indenture and not otherwise defined shall have the meanings ascribed to them in the Base Indenture. Terms defined both herein and in the Base Indenture shall have the meanings assigned to them herein. All references herein to Articles and Sections, unless otherwise specified, refer to the corresponding Articles and Sections of this Eighth Supplemental Indenture. The words herein, hereof, hereunder, and words of similar import refer to this Eighth Supplemental Indenture as a whole and not to any particular Article, Section or other subdivision. In addition, the following terms shall have the following meanings to be equally applicable to both the singular and the plural forms of the terms defined: Business Day means any day, other than a Saturday or Sunday, which is not a day on which banking institutions in The City of New York or London are authorized or required by law, regulation or executive order to close. Certificated Sterling Notes has the meaning set forth in Article II. Clearstream means Clearstream Banking, S.A. Code has the meaning set forth in Section 4.12. Common Depositary means any Person acting as the common depositary for Euroclear and Clearstream, which initially shall be Elavon Financial Services DAC. Company has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. Corporate Trust Office means the office of the Trustee at which, at any particular time, its corporate trust business shall be principally administered, which office at the date hereof is located at 633 West Fifth Street, 24th Floor, Los Angeles, CA 90071. Corporate Trust Office of the Paying Agent means, initially, the office of Elavon Financial Services DAC, UK Branch, located at 125 Old Broad Street, London EC2N 1AR, United Kingdom. Euroclear means Euroclear Bank SA/NV. FATCA has the meaning set forth in Section 4.14. FATCA Withholding Tax has the meaning set forth in Section 4.12. Global Sterling Note means a permanent fully-registered global Sterling Note in book-entry form, without coupons, substantially in the form of Exhibit A attached hereto. Indenture means the Base Indenture, as further amended by this Eighth Supplemental Indenture. Parent has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. Paying Agent has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. Security Registrar has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. sterling or PS means the lawful currency of the United Kingdom. Sterling Notes has the meaning set forth in the Recitals of this Eighth Supplemental Indenture. Transfer Agent has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. Trustee has the meaning set forth in the first paragraph of this Eighth Supplemental Indenture. U.S. Dollar or $ means the lawful currency of the United States of America. United States means the United States of America (including the states and the District of Columbia and any political subdivision thereof). United States person means any individual who is a citizen or resident of the United States for U.S. federal income tax purposes, a corporation, partnership or other entity created or organized in or under the laws of the United States, any state of the United States or the District of Columbia, including an entity treated as a corporation for United States income tax purposes, or any estate or trust the income of which is subject to United States federal income taxation regardless of its source.

Definitions from Senior Note

THIS INDENTURE, dated as of July 14, 2016, by and among CARE CAPITAL PROPERTIES, LP, a Delaware limited partnership (the Issuer), CARE CAPITAL PROPERTIES, INC., a Delaware corporation (the Parent), CARE CAPITAL PROPERTIES GP, LLC (the General Partner), and REGIONS BANK, an Alabama state chartered banking corporation, as Trustee hereunder (the Trustee).

Definitions. The terms defined in this Section 1.01 (except as herein otherwise expressly provided or unless the context otherwise requires) for all purposes of this Indenture and of any indenture supplemental hereto shall have the respective meanings specified in this Section 1.01. All other terms used in this Indenture that are defined in the Trust Indenture Act (as defined below) or which are by reference therein defined in the Securities Act (as defined below) (except as herein otherwise expressly provided or unless the context otherwise requires) shall have the respective meanings assigned to such terms in the Trust Indenture Act and in the Securities Act as in force at the date of the execution of this Indenture. The words herein, hereof, hereunder and words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other Subdivision. The terms defined in this Article include the plural as well as the singular. 144A Global Note means a Global Note substantially in the form of Exhibit A hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of, and registered in the name of, the Depositary or its nominee that will be issued in a denomination equal to the outstanding principal amount of the Notes sold in reliance on Rule 144A. Acquired Debt means Debt of a Person (1) existing at the time such Person is merged or consolidated with or into the Issuer or any of its Subsidiaries or becomes a Subsidiary of the Issuer or (2) assumed by the Issuer or any of its Subsidiaries in connection with the acquisition of assets from such Person. Acquired Debt shall be deemed to be incurred on the date the acquired Person is merged or consolidated with or into the Issuer or any of its Subsidiaries or becomes a Subsidiary of the Issuer or the date of the related acquisition, as the case may be. Additional Notes means additional Notes (other than the Initial Notes) issued under this Indenture in accordance with Sections 2.04, 2.11 and 4.09 hereof, as part of the same series as the Initial Notes. Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, control, when used with respect to any specified Person means the power to direct or cause the direction of the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise, and the terms controlling and controlled have meanings correlative to the foregoing. Agent means any Note Registrar, Paying Agent or additional paying agent. Applicable Procedures means, with respect to any transfer or exchange of or for beneficial interests in any Global Note, the rules and procedures of the Depositary, Euroclear and Clearstream that apply to such transfer or exchange. Authentication Order has the meaning specified in Section 2.01 hereof. Bankruptcy Law means Title 11, U.S. Code or any similar federal, state, or foreign law for the relief of debtors. Business Day means, with respect to any Note, any day, other than a Saturday, Sunday or any other day on which banking institutions in New York, New York are authorized or obligated by law or executive order to close. Capitalization Rate means 10.0% for all Government Reimbursed Properties and 7.5% for all Non-Government Reimbursed Properties. Clearstream means Clearstream Banking, S.A. Commission means the Securities and Exchange Commission, as from time to time constituted, created under the Exchange Act, or, if at any time after the execution of this Indenture such Commission is not existing and performing the duties now assigned to it under the Trust Indenture Act, then the body performing such duties at such time. Consolidated EBITDA means, for any period, the Issuers and its Subsidiaries net income (loss) for such period plus amounts which have been deducted, and minus amounts which have been added, for the following, without duplication: (1) Interest Expense, non-cash stock or option compensation, merger-related expenses and deal costs, transition-related costs and deferred financing fees, (2) provision for taxes, (3) gains and losses on sales or other dispositions of Properties, (4) Property valuation losses and impairment charges, (5) depreciation and amortization expense, (6) increases in deferred taxes and other non-cash items, (7) the effect of any charge resulting from a change in accounting principles in determining net income (loss) for such period, (8) extraordinary items, (9) all prepayment penalties and all costs or fees incurred in connection with any debt financing or amendment thereto, acquisition, disposition, recapitalization or similar transaction (regardless of whether such transaction is completed), (10) non-recurring items or other unusual non-cash items, as determined reasonably and in good faith by the I

Definitions from Senior Note

INDENTURE dated as of July 12, 2016 among Healthcare Trust of America Holdings, LP, a Delaware limited partnership (hereinafter called the Issuer), Healthcare Trust of America, Inc., a Maryland corporation (hereinafter called the Guarantor or, in its capacity as the sole general partner of the Issuer, the General Partner), each having its principal office at 16435 N. Scottsdale Road, Suite 320, Scottsdale, Arizona 85254, and U.S. Bank National Association, as trustee hereunder (hereinafter called the Trustee).

Definitions. The terms defined in this Section 1.01 (except as herein otherwise expressly provided or unless the context otherwise requires) for all purposes of this Indenture and of any indenture supplemental hereto shall have the respective meanings specified in this Section 1.01. All other terms used in this Indenture that are defined in the Trust Indenture Act (as defined below) or which are by reference therein defined in the Securities Act (as defined below) (except as herein otherwise expressly provided or unless the context otherwise requires) shall have the respective meanings assigned to such terms in the Trust Indenture Act and in the Securities Act as in force at the date of the execution of this Indenture. The words herein, hereof, hereunder and words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other Subdivision. The terms defined in this Article include the plural as well as the singular. Acquired Debt means Debt of a Person (1) existing at the time such Person becomes a Subsidiary or (2) assumed in connection with the acquisition of assets from such Person, in each case, other than Debt incurred in connection with, or in contemplation of, such Person becoming a Subsidiary or such acquisition. Acquired Debt shall be deemed to be incurred on the date of the related acquisition of assets from any Person or the date the acquired Person becomes a Subsidiary. Additional Interest has the meaning specified in Section 6.01(g) hereof. Additional Interest Notice has the meaning specified in Section 4.11 hereof. Additional Notes means additional Notes (other than the Initial Notes) issued under this Indenture in accordance with Sections 2.04, 2.11 and 4.09 hereof, as part of the same series as the Initial Notes. Adjusted Treasury Rate means, with respect to any Redemption Date, the rate per year equal to the semi-annual equivalent yield to maturity (computed on the third Business Day immediately preceding the Redemption Date) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for such Redemption Date. Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, control, when used with respect to any specified Person means the power to direct or cause the direction of the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise, and the terms controlling and controlled have meanings correlative to the foregoing. Agent means any Note Registrar, co-registrar, Paying Agent or additional paying agent. Annual Debt Service Charge as of any date means the amount of interest expense determined on a consolidated basis in accordance with generally accepted accounting principles. Applicable Procedures means, with respect to any transfer or exchange of or for beneficial interests in any Global Note, the rules and procedures of the Depositary, Euroclear and Clearstream that apply to such transfer or exchange. Authentication Order has the meaning specified in Section 2.01 hereof. Bankruptcy Law means Title 11, U.S. Code or any similar federal, state, or foreign law for the relief of debtors. Benefited Party has the meaning specified in Section 15.01 hereof. Board of Directors means the board of directors of the General Partner or a committee of such board duly authorized to act for it hereunder. Business Day means, with respect to any Note, any day, other than a Saturday, Sunday or any other day on which banking institutions in New York, New York are authorized or obligated by law or executive order to close. Clearstream means Clearstream Banking, S.A. Commission means the Securities and Exchange Commission, as from time to time constituted, created under the Exchange Act, or, if at any time after the execution of this Indenture such Commission is not existing and performing the duties now assigned to it under the Trust Indenture Act, then the body performing such duties at such time. Comparable Treasury Issue means the United States Treasury security selected by the Quotation Agent as having an actual or interpolated maturity comparable to the Remaining Life that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the Remaining Life. Comparable Treasury Price means, with respect to any Redemption Date, (1) the average of the Reference Treasury Dealer Quotations for such Redemption Date, after excluding the highest and lowest of such Reference Treasury Dealer Quotations, or (2) if the Trustee obtains fewer than four such Reference Treasury Dealer Quotations, the average of all such Quotations. Consol

Definitions from Amendment to Credit Agreement

This THIRD AMENDMENT TO CREDIT AGREEMENT (this Third Amendment) is entered into as of June 27, 2016, among Dynegy Inc., a Delaware corporation (the Borrower), the Guarantors party hereto, the Additional Lenders and Lenders party hereto providing the Revolving Commitment Increase described below (in such capacity, each, an Incremental Revolving Lender and, collectively, the Incremental Revolving Lenders), the Additional Lenders and Lenders party hereto providing the Incremental Term Loans described below (in such capacity, each, an Incremental Term Lender and, collectively, the Incremental Term Lenders and, together with the Incremental Revolving Lenders, the Incremental Lenders) and Credit Suisse AG, Cayman Islands Branch, as administrative agent (in such capacity, the Administrative Agent). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below.

Definitions. As used in this Third Amendment, the following terms have the meaning specified below: Delta Acquisition means the purchase by the Borrower, directly or indirectly, of one hundred percent (100%) of the voting equity interests of the Delta Target. Delta Acquisition Agreement means the Stock Purchase Agreement, dated February 24, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof and thereof, together with all schedules and exhibits thereto), among inter alia, Atlas Power Finance, LLC, an indirect domestic Subsidiary of the Borrower, and International Power, S.A., whereby the Borrower, indirectly, will consummate the Delta Acquisition. Delta Acquisition Agreement Representations means such of the representations made by or on behalf of the Delta Target Entities in the Delta Acquisition Agreement as are material to the interests of the Delta Initial Lenders, but only to the extent that the Borrower or the Borrowers applicable Affiliate has the right to terminate its obligations under the Delta Acquisition Agreement or refuse to consummate the Delta Acquisition as a result of a breach of such representations in the Delta Acquisition Agreement. Delta Acquisition Funding Date Material Adverse Effect a Material Adverse Effect (as defined in the Delta Acquisition Agreement as in effect on February 24, 2016). Delta Initial Lenders means Morgan Stanley Senior Funding, Inc, BNP Paribas, Credit Agricole Corporate and Investment Bank, and SunTrust Bank, in their capacity as Incremental Lenders on the Third Amendment Effective Date. Delta Lead Arrangers means Morgan Stanley Senior Funding, Inc., Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Royal Bank of Canada and The Bank of Tokyo-Mitsubishi UFJ, Ltd., BNP Paribas Securities Corp, Credit Agricole Corporate and Investment Bank, and SunTrust Robinson Humphrey, Inc., in their capacities as joint lead arrangers and joint bookrunners for the Incremental Tranche C Term Loans. Delta Refinancing means the repayment, redemption, defeasance, discharged, refinancing or termination (including by way of provision of the irrevocable notice for the repayment or redemption thereof) of existing third party debt for borrowed money of the Target Entities and all security and guarantees in respect thereof released and discharged except to the extent permitted to remain outstanding pursuant to the terms of the Delta Acquisition Agreement Delta Specified Representations means the representations and warranties set forth in the Credit Agreement made with respect to the Borrower and the Guarantors relating to: organizational existence; organizational power and authority (as it relates to due authorization, execution and delivery of this Third Amendment); due authorization, execution and delivery of this Third Amendment, and enforceability, in each case, as it relates to entering into and performance under this Third Amendment; solvency on the Third Amendment Effective Date (after giving effect to the Delta Transactions) of the Borrower and its subsidiaries taken as a whole; no conflicts of this Third Amendment with charter documents; Federal Reserve margin regulations; the Investment Company Act; the PATRIOT Act; OFAC; FCPA; and, subject to the Limited Conditionality Provision, the validity and perfection of security interests with respect to the Collateral to be acquired on the Third Amendment Effective Date pursuant to the Delta Transactions (subject to security interests and liens permitted under the Credit Agreement). Delta Target means GDF Suez Energy North America, Inc. Delta Target Entities means collectively, GDF Suez Energy North America, Inc. and its subsidiaries to be acquired pursuant to the Delta Acquisition Agreement. Delta Transactions means, collectively: (1) the Delta Acquisition, (2) the Borrower obtaining the Incremental Tranche B Revolver Increase, (3) the Borrower obtaining the Incremental Tranche C Term Loans, (4) the Delta Refinancing and (5) the payment of fees, premiums, expenses and other transaction costs incurred in connection with the foregoing, including to fund any original issue discount and upfront fees (the Transaction Costs). Dynegy Finance IV means, Dynegy Finance IV, Inc., a Wholly-Owned Domestic Subsidiary of the Borrower that is an Unrestricted Subsidiary. Dynegy Finance IV Credit Agreement means the Term Loan Credit Agreement, dated as of June 27, 2016, among Dynegy Finance IV, the lenders party thereto from time to time, and Morgan Stanley Senior Funding, Inc., as administrative agent, as amended, restated, amended and restated, refinanced and/or replaced from time to time. Dynegy Finance IV Credit Documents means, collectively, the Dynegy Finance IV Credit Agreement and the Dynegy Finance IV Escrow Agreement. Dynegy Finance IV Escrow Agreement means the Escrow Agreement, dated as of June 27, 2016, among Dynegy Finance IV, the Morgan Stanley Senior Fun

Definitions from Waiver to Credit Agreement

This WAIVER TO CREDIT AGREEMENT (this Waiver) is entered into as of June 27, 2016, among Dynegy Inc., a Delaware corporation (the Borrower) and the Lenders party hereto. Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below.

Definitions. As used in this Waiver, the following terms have the meaning specified below: Delta Acquisition means the purchase by the Borrower, directly or indirectly, of one hundred percent (100%) of the voting equity interests of the Delta Target Entities. Delta Acquisition Agreement means the Stock Purchase Agreement, dated February 24, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions thereof, together with all schedules and exhibits thereto), among inter alia, Atlas Power Finance, LLC, an indirect domestic Subsidiary of the Borrower, and International Power, S.A., whereby the Borrower, indirectly, will acquire all of the issued and outstanding capital stock of GDF Suez Energy North America, Inc. Delta Target Entities means collectively, GDF Suez Energy North America, Inc. and its subsidiaries to be acquired pursuant to the Delta Acquisition Agreement.

Definitions from Supplemental Indenture

THIS THIRD SUPPLEMENTAL INDENTURE, between Broadridge Financial Solutions, Inc., a Delaware corporation (the Obligor), having its principal office at 5 Dakota Drive, Lake Success, New York, 11042, and U.S. Bank National Association, as trustee (the Trustee), is made and entered into as of this 27th day of June, 2016.

Definitions. For all purposes of this Third Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise requires: Change of Control means the occurrence of any of the following: (1) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties or assets of the Obligor and its Subsidiaries taken as a whole to any person (as that term is used in Section 13(d) and Section 14(d) of the Exchange Act) other than the Obligor or one of its Subsidiaries; (2) the adoption of a plan relating to the Obligors liquidation or dissolution; (3) the consummation of any transaction (including, without limitation, any merger or consolidation) the result of which is that any person or group (as those terms are used in Section 13(d)(3) of the Exchange Act), other than the Obligor or its Subsidiaries, becomes the beneficial owner (as defined in Rules 13(d)(3) and 13(d)(5) of the Exchange Act), directly or indirectly, of more than 50% of the combined voting power of the Obligors Voting Stock or other Voting Stock into which the Obligors Voting Stock is reclassified, consolidated, exchanged or changed, measured by voting power rather than number of shares; or (4) the Obligor consolidates with, or merges with or into, any person, or any person consolidates with, or merges with or into the Obligor, in any such event pursuant to a transaction in which any of the outstanding voting stock of the Obligor or such other person is converted into or exchanged for cash, securities or other property, other than any such transaction where the shares of the voting stock of the Obligor outstanding immediately prior to such transaction constitute, or are converted into or exchanged for, a majority of the voting stock of the surviving person immediately after giving effect to such transaction. Change of Control Repurchase Event means the occurrence of both a Change of Control and a Ratings Event. Comparable Treasury Issue means the United States Treasury security selected by an Independent Investment Banker as having an actual or interpolated maturity comparable to the remaining term of the Senior Notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of such Senior Notes. Comparable Treasury Price means, with respect to any Redemption Date, (1) the arithmetic average of three Reference Treasury Dealer Quotations for such Redemption Date after excluding the highest and lowest Reference Treasury Dealer Quotations, or (2) if the Trustee obtains fewer than five Reference Treasury Dealer Quotations, the arithmetic average of all Reference Treasury Dealer Quotations for such Redemption Date. Corporate Trust Office means, the office of the Trustee in the City of New York at which at any particular time its corporate trust business shall be principally administered, which office at the date hereof is located at U.S. Bank National Association, 100 Wall Street, Suite 1600, New York, NY 10005, except that with respect to the presentation of Notes for payment or registration of transfer or exchange and with respect to the location of the Security Register, such term shall mean the office or the agency of the Trustee in said city at which at any particular time its corporate agency business shall be conducted, which office at the date hereof is located at 21 South Street, 3rd Floor, Morristown, NJ 07960. Fitch means Fitch Inc., a subsidiary of Fimalac, S.A., also known as Fitch Ratings, and its successors. Independent Investment Banker means one of J.P. Morgan Securities LLC, Mitsubishi UFJ Securities (USA), Inc., Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC, or their respective successors, as may be appointed from time to time by the Obligor. Investment Grade means a rating of Baa3 or better by Moodys (or its equivalent under any successor Rating Categories of Moodys); a rating of BBB- or better by S&P (or its equivalent under any successor Rating Categories of S&P); a rating of BBB- or better by Fitch (or its equivalent under any successor rating categories of Fitch); and the equivalent investment grade credit rating from any additional Rating Agency or Rating Agencies selected by the Obligor. Moodys means Moodys Investors Service Inc. and its successors. Rating Agency means (1) each of Moodys, S&P and Fitch; and (2) if any of Moodys, S&P and Fitch ceases to rate the Senior Notes or fails to make a rating of the Senior Notes publicly available for reasons outside of the control of the Obligor, a nationally recognized statistical rating organization within the meaning of Section 3(a)(62) of the Exchange Act, selected by the Obligor (as certified by a resolution of the Board of Directors) as a replacement for such rat

Definitions from Senior Secured Note

INDENTURE dated as of May 31, 2016 among Calpine Corporation, a Delaware corporation, the Guarantors (as defined) and Wilmington Trust, National Association, as trustee.

Definitions. "144A Global Note" means a Global Note substantially in the form of Exhibit A hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of, and registered in the name of, the Depositary or its nominee that will be issued in a denomination equal to the outstanding principal amount of the Notes sold in reliance on Rule 144A."2008 Credit Agreement" means that certain Credit Agreement, dated as of January 31, 2008 (as amended, amended and restated, supplemented or otherwise modified from time to time), by and among the Company, the guarantors party thereto, Goldman Sachs Credit Partners L.P., as collateral agent and administrative agent, and the lenders party thereto."2017 Notes Issue Date" means October 21, 2009, the date upon which the Company's 7.25% Senior Secured Notes due 2017 were issued."2021 Notes Issue Date" means October 22, 2010, the date upon which the Company's 7.50% Senior Secured Notes due 2021 were issued."2022 Notes" means the Company's 6.000% Senior Secured Notes due 2022."2023 Notes" means the Company's 7.875% Senior Secured Notes due 2023. "2024 Notes" means the Company's 5.875% Senior Secured Notes due 2024."Act of Required Debtholders" means, as to any matter at any time:(1)prior to the Discharge of First Lien Obligations, a direction in writing delivered to the Collateral Agent by or with the written consent of the holders of First Lien Debt representing the Required First Lien Debtholders; and(2)at any time after the Discharge of First Lien Obligations, a direction in writing delivered to the Collateral Agent by or with the written consent of the holders of Second Lien Debt representing the Required Second Lien Debtholders.For purposes of this definition, (a) Secured Debt registered in the name of, or beneficially owned by, the Company or any Affiliate of the Company will be deemed not to be outstanding and neither the Company nor any Affiliate of the Company will be entitled to vote to direct the relevant Secured Debt Representative and (b) votes will be determined in accordance with Section 8.2 of the Collateral Agency and Intercreditor Agreement."Additional Notes" means additional Notes (other than the Initial Notes) issued under this Indenture in accordance with Section 2.02 hereof, as part of the same series as the Initial Notes. "Affiliate" means as to any Person, any other Person which, directly or indirectly, is in control of, is controlled by, or is under common control with, such Person. For purposes of this definition, "control" of a Person means the power, directly or indirectly, to direct or cause the direction of the management and policies of such Person whether through the ownership of voting securities, by contract or otherwise."Agent" means any Registrar, co-registrar, Paying Agent or additional paying agent."ALTA" means American Land Title Association. "Applicable Premium" means, with respect to any Note on any redemption date, as calculated by the Company, the greater of:(1)1.0% of the principal amount of the Note; or (2)the excess of: (a) the present value at such redemption date of (i) the redemption price of the Note at June 1, 2021 (such redemption price being set forth in the table appearing in Section 3.07(e) hereof) plus (ii) all required interest payments due on the Note through June 1, 2021 (excluding accrued but unpaid interest to the redemption date), computed using a discount rate equal to the Treasury Rate as of such redemption date plus 50 basis points; over (b) the principal amount of the Note."Applicable Procedures" means, with respect to any transfer or exchange of or for beneficial interests in any Global Note, the rules and procedures of the Depositary, Euroclear and Clearstream that apply to such transfer or exchange."Bankrupt Subsidiary" means any Subsidiary of the Company that is a debtor under the Bankruptcy Code immediately after the date of this Indenture. "Bankruptcy Code" means The Bankruptcy Reform Act of 1978, as heretofore and hereafter amended, and codified as 11 U.S.C. SSSS 101 et seq."Bankruptcy Law" means Title 11, U.S. Code or any similar federal or state law for the relief of debtors."Beneficial Owner" has the meaning assigned to such term in Rule 13d-3 and Rule 13d-5 under the Exchange Act. The terms "Beneficially Owns" and "Beneficially Owned" have a corresponding meaning. "Board of Directors" means:(1)with respect to a corporation, the board of directors of the corporation or any committee thereof duly authorized to act on behalf of such board;(2)with respect to a partnership, the Board of Directors of the general partner of the partnership; (3)with respect to a limited liability company, the managing member or members or any controlling committee of managing members thereof; and(4)with respect to any other Person, the board or committee of such Person serving a similar function."Business Day" means any day other than a Legal Holiday."Capital Lease Obligation" means, at the time any d