Common use of Defeasance and Discharge Clause in Contracts

Defeasance and Discharge. Upon the Company’s exercise of its option to have this Section applied to the Notes, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section on and after the date the conditions set forth in Section 1404 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes and to have satisfied all its other obligations under such Notes and the Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following, which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes when payments are due, (2) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102, 1103 402 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied 14.02 with respect to the Notesany Securities of or within a series, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section Securities on and after the date the conditions set forth in Section 1404 14.04 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 14.05 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all of its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the TrusteeTrustees, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Securities to receive, solely from the trust fund described in Section 1404 14.04 and as more fully set forth in such Section, payments in respect of the principal of and any of, premium (if any) and interest (if any) on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 4043.05, 4053.06, 406, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3C) the rights, powers, trusts, duties and immunities of the Trustee Trustees hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Fourteen. Subject to compliance with this ArticleArticle Fourteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 14.02 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied 14.03 with respect to such NotesSecurities.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to the Subsidiary Guarantees on and after the date the relevant conditions set forth in Section 1404 1204 are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes Notes, Subsidiary Guarantees and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights (and the Company’s obligations) under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the CompanyIssuers’ or the Parent Guarantor’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuers, the Parent Guarantor and the Subsidiary Guarantors shall be deemed to have been discharged from its their obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the outstanding Notes and to have satisfied all its their other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under provisions set forth in Section 314(a) of the Trust Indenture Act8.06, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (4d) this ArticleSection 8.02. If Subject to compliance with this Article Eight, the Company exercises its defeasance Issuers and the Parent Guarantor may exercise their option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of their option under Section 8.03 with respect to the Notes. If the Issuers or the Parent Guarantor exercises their legal defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this ArticleIf the Issuers exercise their legal defeasance option, the Company may exercise its option (each Guarantor, if any) to have this Section applied to any Notes notwithstanding , shall be released from all its obligations under its Guarantee, and the prior exercise Trustee shall execute a release of its option (if any) to have Section 1403 applied to such NotesGuarantee.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and the Company’s obligations under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuer shall be deemed to have been discharged from its their obligations with respect to such the outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such the outstanding Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (2b) the CompanyIssuer’s obligations with respect to such the Notes under Sections 404concerning issuing temporary Notes, 405registration of Notes, 406mutilated, 1102destroyed, 1103 lost or stolen Notes and 1104(a) the maintenance of an office or agency for payment and its obligations under Section 314(a) of the Trust Indenture Actmoney for security payments held in trust, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuer’s obligations in connection therewith and (4d) the provisions of this ArticleArticle Eight. If Subject to compliance with this Article Eight, the Company exercises Issuer may exercise its defeasance option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 8.03 below with respect to the Notes. If the Issuer exercises its Legal Defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s exercise of its the option provided in Section 1101 to have this Section 1102 applied to the Outstanding Notes, the Company shall be deemed to have been discharged from its obligations with respect to such the Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 1104 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such the Outstanding Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following, following which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such the Notes to receive, solely from the trust fund described in Section 1404 1104 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes when payments are due, (2) the Company’s obligations with respect to such the Notes under Sections 404204, 405205, 406206, 1102, 1103 902 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act903, (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Eleven. Subject to compliance with this ArticleArticle Eleven, the Company may exercise its option (if any) provided in Section 1101 to have this Section 1102 applied to any the Outstanding Notes notwithstanding the prior exercise of its option (if any) provided in Section 1101 to have Section 1403 1103 applied to such the Outstanding Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 of its the option applicable to have this Section applied to the Notes4.02, the Company and each Guarantor shall be deemed to have been discharged from its their obligations with respect to such the Defeased Notes as provided in this Section and the related Note Guarantees on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 4.04 and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Defeased Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.04, 4053.05, 4063.06, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 403 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act416, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1301 of its the option applicable to have this Section applied to the Notes1302, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 1304 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406308, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise of its the above option applicable to have this Section applied with respect to the Notes, the Company shall be deemed to have been discharged from its obligations with respect to such Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 14.04 are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Outstanding Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 14.05 and the other Sections of this Indenture referred to in clauses (A) and (B) of this Section, and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 14.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest interest, if any, on such the Notes when such payments are due, (2B) the Company’s obligations with respect to such Notes under Sections 4042.05, 4052.07, 406, 1102, 1103 4.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act4.03, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this ArticleArticle Fourteen, the Company may exercise its option (if any) to have under this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied 14.03 with respect to such Notes. Following a defeasance, payment of such Notes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of its the option provided in Section 14.01 to have this Section 14.02 applied to the Outstanding Notes, the Company shall be deemed to have been discharged from its obligations with respect to such the Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 14.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such the Outstanding Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following, following which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 14.04 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest Installment Payments on such Notes when payments are due, (2) the Company’s obligations with respect to such the Notes under Sections 4043.04, 4053.05, 4063.06, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3) the rights, protections, powers, trusts, duties and immunities of the Trustee hereunder and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle XIV. Subject to compliance with this ArticleArticle XIV, the Company may exercise its option (if any) provided in Section 14.01 to have this Section 14.02 applied to any the Outstanding Notes notwithstanding the prior exercise of its option (if any) provided in Section 14.01 to have Section 1403 14.03 applied to the Outstanding Notes. Following a Defeasance, payment of such NotesNotes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of its the option provided in Section 10.5(b) by a Holder of Senior Notes as a result of a Change of Control to have this Section 12.1 applied to the Electing Senior Notes, the Company shall, within thirty (30) days following its receipt of the Change of Control Election satisfy the conditions set forth in Section 12.2. The Company shall be deemed to have been discharged from its obligations with respect to such the Electing Senior Notes as provided in this Section 12.1 on and after the date the conditions set forth in the Section 1404 12.2 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such the Electing Senior Notes and to have satisfied all of its other obligations under such Electing Senior Notes and the this Indenture insofar as the such Electing Senior Notes are concerned (and the Trustee, upon request and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following, which shall survive until otherwise terminated or discharged hereunder: hereunder (1a) the rights of Holders of such the Electing Senior Notes to receive, solely from the trust fund described in Section 1404 13.2 and as more fully set forth in such SectionSection 12.2, payments in respect of the principal of and any premium of, premium, if any, and interest on such the Electing Senior Notes when payments are due, (2b) the Company’s obligations with respect to such the Electing Senior Notes under Sections 4042.4, 4053.5, 4063.6, 1102, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.2, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such NotesArticle XII.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 hereof of its the option applicable to have this Section applied to the Notes4.02, the Company shall be deemed to have been discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 4.04 hereof and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.04, 4053.05, 4063.06, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03 hereof, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Sections 4.05 and 6.07 hereof, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 hereof with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Note Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102, 1103 402 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle 12. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle 12, the Company may may, at its option and at anytime, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 10.1 of its the option applicable to have this Section applied to the Notes10.2, the Company each Issuer shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 10.4 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 10.5 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Issuers and each of the Parent Guarantors and the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 10.4 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 4043.4, 4053.6, 4063.8, 11026.2, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act6.3, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 9.7, and (4d) this Article. Article X. If the Company exercises its defeasance option pursuant to under this Section 140210.2, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle X, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 10.2 notwithstanding the prior exercise of its option (if any) under Section 10.3 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the CompanyIssuers’ or the Parent Guarantor’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuers, the Parent Guarantor and the Subsidiary Guarantors shall be deemed to have been discharged from its their obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the outstanding Notes and to have satisfied all its their other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under provisions set forth at Section 314(a) of the Trust Indenture Act8.06 below, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (4d) this ArticleSection 8.02. If Subject to compliance with this Article Eight, the Company exercises its defeasance Issuers and the Parent Guarantor may exercise their option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of their option under Section 8.03 below with respect to the Notes. If the Issuers or the Parent Guarantor exercises their legal defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this ArticleIf the Issuers exercise their legal defeasance option, the Company may exercise its option (each Guarantor, if any) to have this Section applied to any Notes notwithstanding , shall be released from all its obligations under its Guarantee, and the prior exercise Trustee shall execute a release of its option (if any) to have Section 1403 applied to such NotesGuarantee.

Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company Issuers shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Issuers and each of the Subsidiary Guarantors, if any, shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s Issuers’ obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102, 1103 402 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance Issuers exercise their option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may Issuers may, at their option and at any time, exercise its their option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company Issuers shall be deemed to have been discharged from its any and all obligations with respect to such all outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 1204 are satisfied (hereinafter called hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the outstanding Notes, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in (i) and (ii) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1i) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2ii) the Company’s Issuers’ obligations with respect to such Notes under Sections 404304, 405305, 406310, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Issuers’ obligations in connection therewith and (4iv) this ArticleArticle Twelve. If the Company exercises its defeasance option pursuant to this Section 1402Issuers exercise their Legal Defeasance option, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this ArticleArticle Twelve, the Company Issuers may exercise its their option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its their option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuer and the Guarantor shall be deemed to have been discharged from its their obligations with respect to such the outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such the outstanding Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (2b) the CompanyIssuer’s obligations with respect to such the Notes under Sections 404concerning issuing temporary Notes, 405registration of Notes, 406mutilated, 1102destroyed, 1103 lost or stolen Notes and 1104(a) the maintenance of an office or agency for payment and its obligations under Section 314(a) of the Trust Indenture Actmoney for security payments held in trust, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuer’s and the Guarantor’s obligations in connection therewith and (4d) the provisions of this ArticleArticle Eight. If Subject to compliance with this Article Eight, the Company exercises Issuer may exercise its defeasance option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 8.03 below with respect to the Notes. If the Issuer exercises its Legal Defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of its option to have this Section applied to the Notes, any series of Securities the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such Notes as provided in this Section series on and after the date the conditions precedent set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such Notes series which shall thereafter be deemed to be "Outstanding" only for the purposes of the Sections of this Indenture referred to in clauses (A) and (B) of this Section, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of Outstanding Securities of such Notes series to receive, solely from the trust fund described in Section 1404 and 1304 as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404305, 405306, 406, 1102, 1103 1002 and 1104(a) 1003 and its such obligations under Section 314(a) of the Trust Indenture Actas shall be ancillary thereto, (3C) the rights, powers, trusts, duties duties, immunities and immunities other provisions in respect of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to the Securities of such Notesseries. Following a defeasance, payment of such Securities may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.1 of its the option applicable to have this Section applied 8.2, the Issuer shall, subject to the Notessatisfaction of the conditions set forth in Section 8.4, the Company shall be deemed to have been discharged from its obligations with respect to such all outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by such Notes the outstanding Notes, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all of its other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the CompanyIssuer’s obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Sections 7.7, 8.5 and 8.7 and the Issuer’s obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Issuer’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3. The Issuer and the Guarantors may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.1 of its the option applicable to have this Section applied 8.2, the Issuer shall, subject to the Notessatisfaction of the conditions set forth in Section 8.4, the Company shall be deemed to have been discharged from its obligations with respect to such all outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by such Notes the outstanding Notes, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its of their other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the CompanyIssuer’s obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Section 7.7, 8.5 and 8.7 and the Issuer’s obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Issuer’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3. The Issuer and the Guarantors may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 of its the option applicable to have this Section applied to the Notes4.02, the Company and each Guarantor shall be deemed to have been discharged from its their obligations with respect to such the Defeased Notes as provided in this Section and the related Guarantees on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund funds described in Section 1404 4.04 and as more fully set forth in such Sectionsection, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.05, 4053.06, 4063.07, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied to the NotesSection, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such Notes as provided in this Section series on and after the date the conditions precedent set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such Notes series which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in clauses (A) and (B) of this Section, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of Outstanding Securities of such Notes series to receive, solely from the trust fund described in Section 1404 and 1304 as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404305, 405306, 406, 1102, 1103 1002 and 1104(a) 1003 and its such obligations under Section 314(a) of the Trust Indenture Actas shall be ancillary thereto, (3C) the rights, powers, trusts, duties duties, immunities and immunities other provisions in respect of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to the Securities of such Notesseries. Following a defeasance, payment of such Securities may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied with respect to the Notesany Securities of or within a series, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section Outstanding Securities on and after the date the conditions set forth in Section 1404 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1405 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest interest, if any, on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404305, 405306, 406307, 11021002 and 1003 and with respect to the payment of Additional Amounts, 1103 and 1104(a) and its obligations under if any, on such Securities as contemplated by Section 314(a) of the Trust Indenture Act1008, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Fourteen. Subject to compliance with this ArticleArticle Fourteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1402 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied with respect to such NotesSecurities.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.1 hereof of its the option applicable to have this Section applied 8.2, the Issuer shall, subject to the Notessatisfaction of the conditions set forth in Section 8.4 hereof, the Company shall be deemed to have been discharged from its obligations with respect to such all outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by such Notes the outstanding Notes, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all of its other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the CompanyIssuer’s obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2 hereof; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Section 7.7, 8.5 and 8.7 hereof and the Issuer’s obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Company’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3 hereof. The Issuer and the Guarantors may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the Company’s 's exercise of its option to have this Section applied to the Notesany series of Securities, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such Notes as provided in this Section series, and the provisions of Article Thirteen hereof shall cease to be effective, on and after the date the conditions precedent set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such Notes series which shall thereafter be deemed to be "Outstanding" only for the purposes of the Sections of this Indenture referred to in clauses (A) and (B) of this Section, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of Outstanding Securities of such Notes series to receive, solely from the trust fund described in Section 1404 and 1304 as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404305, 405306, 406, 1102, 1103 1002 and 1104(a) 1003 and its such obligations under Section 314(a) of the Trust Indenture Actas shall be ancillary thereto, (3C) the rights, powers, trusts, duties duties, immunities and immunities other provisions in respect of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to the Securities of such Notesseries. Following a defeasance, payment of such Securities may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of its the option specified in Section 8.3 above applicable to have this Section applied to the NotesSection, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section Securities on and after the date the conditions set forth in Section 1404 8.6 herein are satisfied (hereinafter called “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Securities which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 8.7 herein and the other Sections of this Indenture referred to in clause (b) of this Section, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall on a Company Order execute proper instruments acknowledging the same), subject to except the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes Securities to receive, solely from the trust fund funds described in Section 1404 8.6(a) herein and as more fully set forth in such Section, payments in respect of the principal of of, premium, if any, interest, if any, and any premium and interest Additional Interest, if any, on such Notes Securities when such payments are due, ; (2b) the Company’s obligations with respect to such Notes Securities under Sections 4042.3, 4052.5, 4062.9, 11022.10, 1103 3.3 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 3.4 herein; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle VIII. Subject to compliance with this ArticleArticle VIII, the Company may exercise its option (if any) to have under this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied 8.5 herein with respect to such NotesSecurities. Following a defeasance, payment of such Securities may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied to the NotesSection, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such Notes as provided in this Section series on and after the date the conditions precedent set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such Notes series and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of Outstanding Securities of such Notes series to receive, solely from the trust fund described in Section 1404 and 1304 as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) 1003 and its such obligations under Section 314(a) of the Trust Indenture Actas shall be ancillary thereto, (3C) the rights, powers, trusts, duties duties, immunities and immunities other provisions in respect of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to the Securities of such Notesseries. Following a defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to the Subsidiary Guarantees on and after the date the relevant conditions set forth in Section 1404 1204 are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes Notes, the Subsidiary Guarantees and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102, 1103 402 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights (and the Company’s obligations) under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 401 of its the option applicable to have this Section applied to the Notes402, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 405 and the other Sections of this Indenture referred to in (A), (B), and (C) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, receive solely from the trust fund described in Section 1404 404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406306, 11021002, 1103 1003, 1013 (for purposes of applying Section 1013, if the Trustee (or any other qualifying trustee referred to in Section 404(1)) is required by law or by the interpretation or administration thereof to withhold or deduct any amount for or on account of Taxes (as defined in Section 1013) from any payment made from the trust fund described in Section 404 under or with respect to the Securities, such payment shall be deemed to have been made by the Company and 1104(athe Company shall be deemed to have been so required to withhold or deduct) and its obligations under Section 314(a) of the Trust Indenture Act1014, (3C) the Company's right of redemption pursuant to Section 1101(b), provided that either (i) the change or amendment referred to therein occurs after defeasance is exercised by the Company in accordance with Section 404 or (ii) the Company is, immediately before the defeasance, entitled to redeem the Securities pursuant to Section 1101(b), in which case the Company may redeem the Securities in accordance with Article Eleven by complying with such Article and depositing with the Trustee, in accordance with Section 1106, an amount of money sufficient, together with all amounts held in trust pursuant to Section 404(1), to pay the Redemption Price of all the Securities to be redeemed, (D) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company's obligations in connection therewith, including the Company's obligations under Section 607 and (4E) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 402 notwithstanding the prior exercise of its option (if any) under Section 403 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1301 of its the option applicable to have this Section applied to the Notes1302, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Notes, and the Subsidiary Guarantors, if any, shall be deemed to have been discharged from their respective obligations under their respective Subsidiary Guarantees, on and after the date the conditions set forth in Section 1404 1304 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Notes, which thereafter shall be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in (A) and (B) below, and the Company and the Subsidiary Guarantors, if any, shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2B) the Company’s 's obligations with respect to such Notes under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If Article Thirteen; provided, however, that the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Company's rights pursuant to Section 602 because of an Event of Default1101 shall not be terminated or discharged hereunder. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such the Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 provisions set forth at Section 8.06 below and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4) hereunder. Subject to compliance with this Article. If Article Eight, the Company exercises Issuer may exercise its defeasance option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 8.03 below with respect to the Notes. If the Issuer exercises its legal defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option Default (if anyother than an Event of Default described in Section 6.01(1)(a) to have this or Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes6.01(1)(b)).

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 hereof of its the option applicable to have the Defeased Notes pursuant to this Section applied to the Notes4.02, the Company shall be deemed to have been discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the CompanyCompany and upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 4.04 hereof and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.04, 4053.05, 4063.06, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03 hereof, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07 hereof, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) applicable to have this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) applicable to have Section 1403 applied 4.03 hereof with respect to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 8.1 hereof of its the option applicable to have this Section applied to the Notes8.2, the Company shall shall, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, be deemed to have been discharged from its obligations (and discharged Parent from all its obligations hereunder) with respect to such all outstanding Notes as provided in this Section and all obligations of the Guarantors discharged with respect to the Note Guarantees (and all covenants of Parent shall terminate) on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company and the Note Guarantors shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the outstanding Notes and Note Guarantees, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all of its other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and all covenants of Parent shall be terminated) (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the Company’s obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2 hereof; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Section 7.7, 8.5 and 8.7 hereof and the Company’s obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Company’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3 hereof. In addition, the Company, the Guarantors and Parent may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to the Subsidiary Guarantees, on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such the Defeased Notes and the this Indenture insofar as the Defeased Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper such instruments reasonably requested by the Company acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such the Defeased Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102, 1103 402 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Defeased Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Defeased Notes.

Defeasance and Discharge. Upon the Company’s exercise of its the option applicable to have this Section applied 4.3 with respect to the Notes, the Company shall be deemed to have been discharged from its obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 4.5 of this First Supplemental Indenture are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 4.6 of this First Supplemental Indenture and the other Sections of the Base Indenture and this First Supplemental Indenture referred to in (i) and (ii) below, and to have satisfied all its other obligations under such the Notes and the Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1i) the rights of Holders of such the Outstanding Notes to receive, solely from the trust fund described in Section 1404 4.5 of this First Supplemental Indenture and as more fully set forth in such SectionSection 4.5, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes when such payments are due, (2ii) the Company’s obligations with respect to such the Notes under Sections 404304, 405, 406, 1102, 1103 305 and 1104(a) 306 and its obligations under Section 314(a) Article Ten of the Trust Base Indenture Actand Article 5 of this First Supplemental Indenture and such obligations as shall be ancillary thereto, (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder under the Indenture including, without limitation, Section 607 of the Base Indenture and the penultimate paragraph of Section 4.6 of this First Supplemental Indenture and (4iv) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 4. Subject to compliance with this ArticleArticle 4, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.3 notwithstanding the prior exercise of its option (if any) under Section 4.4 of this First Supplemental Indenture with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s Issuer's exercise under Section 8.1 of its the option applicable to have this Section applied to the Notes8.2, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes Defeased Notes, this Indenture and the Indenture Deed of Trust insofar as the such Defeased Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, and, upon written request, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, receive solely from the trust fund described in Section 1404 8.5 and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Defeased Notes when such payments are due, (2b) the Company’s Issuer's obligations with respect to such Defeased Notes under Sections 4042.3, 4052.4, 4062.5, 11022.6, 1103 2.7, 2.8, 2.9, and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act4.2, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 9.7, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 8. Subject to compliance with this ArticleArticle 8, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) under Section 8.3 with respect to have Section 1403 applied to such the Timber Notes and any Additional Timber Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1401 of its the option applicable to have this Section applied to the Notes1402, the Company and the Guarantors shall be deemed to have been discharged from its their obligations with respect to such the Outstanding Notes as provided in this Section and the Guarantees, respectively, on and after the date the conditions set forth in Section 1404 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1405 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes when such payments are due, (2B) the Company’s 's obligations with respect to such Notes under Sections 404305, 405306, 406, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Fourteen. Subject to compliance with this ArticleArticle Fourteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1402 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied with respect to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 12.01 of its the option applicable to have this Section applied to the Notes12.02, the Company and the Guarantors shall be deemed to have been discharged from its their obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 12.04 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 12.05 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of and any premium and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 4043.04, 4053.05, 406, 1102, 1103 3.08 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Company's obligation to pay the amounts under Section 6.07, (D) this Article XII and (4E) this Article. If the Company exercises its defeasance option pursuant Company's obligation to this pay Additional Amounts under Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default10.04. Subject to compliance with this ArticleArticle XII, the Company may exercise its option (if any) to have under this Section applied to any Notes 12.02 notwithstanding the prior exercise of its option (if any) under Section 12.03 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1301 of its the option applicable to have this Section applied to the Notes1302, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 1304 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes Securities when such payments are due, ; (2b) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 1003; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder; and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Note Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 403 (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle 12. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle 12, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company each Issuer shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Issuers and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. 136 Upon the Company’s 's exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 1204 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes when payments are due, (2A) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406306, 11021002 and 1003, 1103 (B) rights of Holders to receive payment of principal of, premium, if any, and 1104(ainterest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and its obligations under Section 314(a) any rights of the Trust Indenture ActHolders with respect to such amounts, (3C) the rights, powers, trusts, duties obligations and immunities of the Trustee hereunder under the Indenture and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Twelve. Subject to compliance with this ArticleArticle Twelve, the Company may exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (under Section 1203 with respect to the Securities. If the Company exercises its option under this Section 1202, each Guarantor, if any) to have Section 1403 applied to such Notes, shall be released from all its obligations under its Restricted Subsidiary Guarantee.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied to the NotesSection, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such Notes as provided in this Section series on and after the date the conditions precedent set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such Notes series and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of Outstanding Securities of such Notes series to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) 1003 and its such obligations under Section 314(a) of the Trust Indenture Actas shall be ancillary thereto, (3C) the rights, powers, trusts, duties duties, immunities and immunities other provisions in respect of the Trustee hereunder and (4D) this ArticleArticle Fourteen. If Subject to compliance with this Article Fourteen, the Company exercises may exercise its defeasance option pursuant to under this Section 1402, 1402 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 1403 with respect to the NotesSecurities of such series. Following a defeasance, and payment of the Notes Securities of such series may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.-63-

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to the Subsidiary Guarantees on and after the date the relevant conditions set forth in Section 1404 1204 are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes Notes, Subsidiary Guarantees and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights (and the Company’s obligations) under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.. 109

Defeasance and Discharge. Upon the CompanyIssuer’s exercise of its the above option applicable to have this Section applied with respect to the Notesany Notes of or within a Series, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 13.4 are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Outstanding Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 13.5 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 13.4 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest interest, if any, on such Notes and when such payments are due, (2B) the CompanyIssuer’s obligations with respect to such Notes under Sections 4043.4, 4053.5, 4063.7, 11029.2 and 9.3 and with respect to the payment of Additional Amounts, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Actif any, on such Notes, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 13. Subject to compliance with this ArticleArticle 13, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 13.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied 13.3 with respect to such Notes.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the outstanding Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under provisions set forth at Section 314(a) of the Trust Indenture Act8.06 below, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuer’s obligations in connection therewith and (4d) this ArticleSection 8.02. If Subject to compliance with this Article Eight, the Company exercises Issuer may exercise its defeasance option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 8.03 below with respect to the Notes. If the Issuer exercises its legal defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company and the Guarantors shall be deemed to have been discharged from its their respective obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 1204 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406308, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Twelve. Subject to compliance with this ArticleArticle Twelve, the Company may exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of its the option applicable to have this Section applied to the Notes8.02, the Company Issuer and the Guarantors shall be deemed to have been discharged from its their obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such the outstanding Notes and to have satisfied all its their other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (2b) the CompanyIssuer’s obligations with respect to such the Notes under Sections 404concerning issuing temporary Notes, 405registration of Notes, 406mutilated, 1102destroyed, 1103 lost or stolen Notes and 1104(a) the maintenance of an office or agency for payment and its obligations under Section 314(a) of the Trust Indenture Actmoney for security payments held in trust, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (4d) the provisions of this ArticleArticle Eight. If Subject to compliance with this Article Eight, the Company exercises Issuer may exercise its defeasance option pursuant to under this Section 1402, 8.02 notwithstanding the Subsidiary Guarantees will terminate prior exercise of its option under Section 8.03 below with respect to the Notes. If the Issuer exercises its Legal Defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of its option (if any) to have this Section 12.02 applied to the NotesNotes of any series, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section 12.02 on and after the date the conditions set forth in Section 1404 12.04 are satisfied (hereinafter called “"Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Indenture Trustee, at the expense of the CompanyCompany and upon Company Order, shall execute proper instruments acknowledging the same), subject to the following, which shall survive until otherwise terminated or discharged hereunder: (1) the rights right of Holders of such Notes to receive, solely from the trust fund funds described in Section 1404 12.04(1), and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest interest, if any, on such Notes when such payments are due, (2) the Company’s 's obligations with respect to such Notes under Sections 4042.07, 4052.08, 406, 1102, 1103 2.09 and 1104(a3.03(a) and its obligations under with respect to the payment of Additional Amounts, if any, on such Notes as contemplated by Section 314(a3.12, but only to the extent that the Additional Amounts payable with respect to such Notes exceed the amount deposited in respect of such Additional Amounts pursuant to Section 12.04(1) of the Trust Indenture Act, below; (3) the rights, trusts, powers, trusts, duties and immunities of the Indenture Trustee hereunder hereunder; and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 12. Subject to compliance with this ArticleArticle 12, the Company may exercise its option (if any) to have this Section 12.02 applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 12.03 applied to such Notes.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.1 of its the option applicable to have this Section applied to the Notes8.2, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such the Notes as provided in this Section on and after the date the conditions set forth in Section 1404 8.4 are satisfied (hereinafter called hereinafter, “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such the Notes and to have satisfied all its other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 8.8 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under provisions set forth at Sections 4042.6, 4052.7, 4062.11, 1102, 1103 4.19 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act8.6, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4d) this Article. If the Company exercises its defeasance option Issuer’s right of redemption pursuant to Section 3.8. Subject to compliance with this Section 1402Article 8, the Subsidiary Guarantees will terminate Issuer may exercise its option under Section 8.2 notwithstanding the prior exercise of its option under Section 8.3 below with respect to the Notes. If the Issuer exercises its legal defeasance option, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 hereof of its the option applicable to have this Section applied to the Notes4.02, the Company shall be deemed to have been discharged from its their obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 4.04 hereof and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.04, 4053.05, 4063.06, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03 hereof, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07 hereof, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 hereof with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 8.1 hereof of its the option applicable to have this Section applied to the Notes8.2, the Company shall shall, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, be deemed to have been discharged from its obligations (and discharged Parent from all its obligations hereunder) with respect to such all outstanding Notes as provided in this Section and all obligations of the Guarantors discharged with respect to the Note Guarantees (and all covenants of Parent shall terminate) on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company and the Guarantors shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the outstanding Notes and Note Guarantees, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all of its other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and all covenants of Parent shall be terminated) (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the Company’s obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2 hereof; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Sections 7.7, 8.5 and 8.7 hereof and the Company’s obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Company’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company may exercise its option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3 hereof. In addition, the Company, the Guarantors and Parent may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company, Holdings and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been discharged from its obligations with respect to such all Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 1204 hereof are satisfied (hereinafter called “Defeasance”hereinafter, "legal defeasance"). For this purpose, such Defeasance legal defeasance means that the Company shall be deemed (i) to have paid and discharged its obligations under the entire indebtedness represented by such Outstanding Notes; PROVIDED, HOWEVER, that the Notes shall continue to be deemed to be "Outstanding" for purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and (ii) to have satisfied all its their other obligations under with respect to such Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense and direction of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 1204 hereof and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes when such payments are duedue (or at such time as the Notes would be subject to redemption at the option of the Company in accordance with this Indenture), (2B) the Company’s obligations with respect to such Notes of the Company under Sections 404303, 405304, 406305, 1102306, 1103 607, 609, 610, 1002, and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and (4D) this Article. If the obligations of the Company exercises its defeasance option pursuant to under this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Twelve. Subject to compliance with this ArticleArticle Twelve, the Company may exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of its the above option applicable to have this Section applied with respect to the Notesany Notes of or within a series, the Company shall be deemed to have been discharged from its obligations with respect to such Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes Outstanding Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1405 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all of its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium or Make-Whole Amount, if any) and interest interest, if any, on such Notes appertaining thereto when such payments are due, (2B) the Company’s 's obligations with respect to such Notes under Sections 404305, 405306, 4061002 and 1003 and with respect to the payment of Additional Amounts, 1102if any, 1103 and 1104(a) and its obligations under on such Notes as contemplated by Section 314(a) of the Trust Indenture Act1012, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including Section 606 and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this ArticleArticle Fourteen, the Company may exercise its option (if any) to have under this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied with respect to such Notes.

Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 8.1 of its the option applicable to have this Section applied 8.2, the Issuers shall, subject to the Notessatisfaction of the conditions set forth in Section 8.4, the Company shall be deemed to have been discharged from its obligations with respect to such all outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuers shall be deemed to have paid and discharged the entire indebtedness Debt represented by such Notes the outstanding Notes, which shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its of their other obligations under such Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such outstanding Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(l); (2b) the Company’s Issuers’ obligations with respect to such Notes under Sections 4042.2, 4052.3, 4062.4, 11022.5, 1103 2.6, 2.7, 2.10 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, 4.2; (3c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Section 7.7, 8.5 and 8.7 and the Issuers’ obligations in connection therewith; (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated Company’s rights pursuant to Section 602 because 3.7; and (e) the provisions of an Event of Defaultthis Article VIII. Subject to compliance with this ArticleArticle VIII, the Company Issuers may exercise its their option (if any) to have under this Section applied to any Notes 8.2 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes.8.3. The Issuers and the Guarantors may terminate the obligations under this Indenture when:

Defeasance and Discharge. Upon the Company’s Issuer's exercise under Section 11.1 of its the option applicable to have this Section applied to the Notes11.2, the Company Issuer shall be deemed to have been discharged from its obligations with respect to such all Outstanding Senior Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Senior Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 11.5 and the other sections of this Indenture referred to in Section 11.2(a) and Section 11.2(b) below, and to have satisfied all its other obligations under such Senior Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, on demand of and at the expense of the Company, Issuer shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Outstanding Senior Notes to receive, receive solely from the trust fund described in Section 1404 11.5 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Senior Notes when such payments are due, or on the Redemption Date, as the case may be, (2b) the Company’s Issuer's obligations with respect to such Senior Notes under Sections 404Section 2.3, 405Section 2.4, 406Section 2.6, 1102Section 2.7, 1103 Section 2.12 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act2.13, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuer's obligations in connection therewith, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 11. Subject to compliance with this ArticleArticle 11, the Company Issuer may exercise its option (if any) to have under this Section applied to any Notes 11.2 notwithstanding the prior exercise of its option (if any) under Section 11.3 with respect to have Section 1403 applied to such the Senior Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 401 of its the option applicable to have this Section applied to the Notes402, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 405 and the other Sections of this Indenture referred to in (A), (B), and (C) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, receive solely from the trust fund described in Section 1404 404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406308, 11021002, 1103 1003, 1014 (for purposes of applying Section 1014, if the Trustee (or any other qualifying trustee referred to in Section 404(1)) is required by law or by the interpretation or administration thereof to withhold or deduct any amount for or on account of Taxes (as defined in Section 1014) from any payment made from the trust fund described in Section 404 under or with respect to the Securities, such payment shall be deemed to have been made by the Company and 1104(athe Company shall be deemed to have been so required to withhold or deduct) and its obligations under Section 314(a) of the Trust Indenture Act1015, (3C) the Company's right of redemption pursuant to Section 1101(b), provided that either (i) the change or amendment referred to therein occurs after defeasance is exercised by the Company in accordance with Section 404 or (ii) the Company was, immediately before the defeasance, entitled to redeem the Securities pursuant to Section 1101(b), in which case the Company may redeem the Securities in accordance with Article Eleven by complying with such Article and depositing with the Trustee, in accordance with Section 1106, an amount of money sufficient, together with all amounts held in trust pursuant to Section 404(1), to pay the Redemption Price of all the Securities to be redeemed, (D) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company's obligations in connection therewith, including the Company's obligations under Section 607 and (4E) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 402 notwithstanding the prior exercise of its option (if any) under Section 403 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 of its the option applicable to have this Section applied to the Notes4.02, the Company shall be deemed to have been discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund funds described in Section 1404 4.04 and as more fully set forth in such Sectionsection, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.05, 4053.06, 4063.07, 1102, 1103 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1301 of its the option applicable to have this Section applied to the Notes1302, the Company shall be deemed to have been discharged from its obligations with respect to such all Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 1304 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest and Liquidated Damages, if any, on such Notes when such payments are due, (2B) the Company’s 's obligations with respect to such Notes under Sections 404304, 405305, 406308, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section1201 of its the option applicable to have this Section applied to the NotesSection1202, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 Section1204 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1) the A)the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 Section1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes Securities when such payments are duedue (but not the Purchase Price referred to in Section 1010) and any rights of the Holders with respect to such amounts, (2) the B)the Company’s 's obligations with respect to such Notes Securities under Sections 404Sections304, 405305, 406306, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3) the C)the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultD)this ArticleTwelve. Subject to compliance with this ArticleArticle Twelve, the Company may exercise its option (if any) to have under this Section applied to any Notes Section1202 notwithstanding the prior exercise of its option (if any) under Section1203 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s Issuer's or the Partnership's exercise under Section 4.1 of its the option applicable to have this Section applied to 4.2, each of the NotesIssuer, the Company Partnership and any other obligor under the Senior Notes shall be deemed to have been discharged from its obligations with respect to such the Defeased Senior Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company Issuer and the Partnership shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Senior Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its their other obligations under such Senior Notes and the this Indenture insofar as the such Senior Notes are concerned (and the Trustee, at the expense of the CompanyIssuer, and, upon written request of the Issuer, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Senior Notes to receive, receive solely from the trust fund described in Section 1404 4.4 and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Senior Notes when such payments are due, (2b) the Company’s Issuer's obligations with respect to such Defeased Senior Notes under Sections 4043.4, 4053.5, 4063.6, 1102, 1103 10.2 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.3, (3c) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company Issuer and the Partnership may exercise its their option (if any) to have under this Section applied to any Notes 4.2 notwithstanding the prior exercise of its their option (if any) under Section 4.3 with respect to have Section 1403 applied to such the Senior Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 7.01 of its the option applicable to have this Section applied to the Notes7.02, the Company shall shall, subject to the satisfaction of the conditions set forth in Section 7.04, be deemed to have been discharged from its obligations with respect to such all Outstanding Notes as provided in this Section and the related Subsidiary Guarantees on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Company, a Guarantor, if applicable, and any other obligor under the Indenture shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such the Outstanding Notes being defeased, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 7.05 and the other Sections of the Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the Indenture insofar as the Notes are concerned (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following provisions which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 7.04, and as more fully set forth in such SectionSection 7.04, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under Section 314(a) Article II of the Trust Supplemental Indenture Actand Article III and Section 6.02 of the Base Indenture, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s obligations in connection therewith and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle VII. Subject to compliance with this ArticleArticle VII, the Company may exercise its option (if any) to have under this Section applied to any Notes 7.02 notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied to such Notes7.03.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Defeased Notes and the this Indenture insofar as the such Defeased Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper such instruments reasonably requested by the Company acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such SectionSection 1205, payments in respect of the principal of and any premium premium, if any, and interest on such Defeased Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102312, 1103 313, 402, and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Defeased Notes.

Defeasance and Discharge. Upon the Company’s exercise under Section 12.01 of its the option applicable to have this Section applied to the Notes12.02, the Company and the Guarantors shall be deemed to have been discharged from its their obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 12.04 are satisfied (hereinafter called hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 12.05 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, receive payments in respect of the principal of and any premium and interest on such Notes Securities when such payments are due, (2B) the Company’s obligations with respect to such Notes Securities under Sections 4043.04, 4053.05, 406, 1102, 1103 3.08 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Company’s obligation to pay the amounts under Section 6.07, (D) this Article XII and (4E) this Article. If the Company exercises its defeasance option pursuant Company’s obligation to this pay Additional Amounts under Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default10.04. Subject to compliance with this ArticleArticle XII, the Company may exercise its option (if any) to have under this Section applied to any Notes 12.02 notwithstanding the prior exercise of its option (if any) under Section 12.03 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 401 of its the option applicable to have this Section applied to the Notes402, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section all Outstanding Securities on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 405 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Notes Outstanding Securities to receive, receive solely from the trust fund described in Section 1404 404 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any) and interest on such Notes Securities when such payments are due, (2B) the Company’s 's obligations with respect to such Notes Securities under Sections 404304, 405305, 406308, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1013, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company's obligations in connection therewith, including the Company's obligations under Section 606 hereof and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 402 notwithstanding the prior exercise of its option (if any) under Section 403 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s exercise under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 are satisfied (hereinafter called hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 1204 and as more fully set forth in such Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s obligations with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act403, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including the Trustee’s rights (and Company’s obligations) under Section 707, and (4d) this ArticleArticle XII. If the Company exercises its defeasance option pursuant to under this Section 14021202, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultDefault with respect thereto. Subject to compliance with this ArticleArticle XII, the Company may may, at its option and at any time, exercise its option (if any) to have under this Section applied to any Notes 1202 notwithstanding the prior exercise of its option (if any) under Section 1203 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s exercise of its the option specified in Section 4.3 applicable to have this Section applied with respect to the Notes, the Company and the Guarantor shall be deemed to have been discharged from its their obligations with respect to such Notes as provided in this Section and the Note Guarantee on and after the date the conditions set forth in Section 1404 4.6 are satisfied (hereinafter called “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes and the Note Guarantee which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 4.7 and the other Sections of this Indenture referred to in clause (ii) of this Section, and to have satisfied all its other obligations under such Notes Notes, such Note Guarantee and the this Indenture insofar as the such Notes and such Note Guarantee are concerned (and the Trustee, at the cost and expense of the Company, shall on Company Order execute proper instruments acknowledging the same), subject to except the following, following which shall survive until otherwise terminated or discharged hereunder: (1i) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund funds described in Section 1404 4.6(a) and as more fully set forth in such Section, payments in respect of the principal of of, premium, if any, and any premium and interest interest, if any, on such Notes when such payments are due, ; (2ii) the Company’s obligations with respect to such Notes under Sections 404Section 3.4, 405Section 3.5, 406Section 3.6, 1102, 1103 Section 9.2 and 1104(a) Section 9.3 and its such obligations under Section 314(a) of the Trust Indenture Act, as shall be ancillary thereto; (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder; and (4iv) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 4. Subject to compliance with this ArticleArticle 4, the Company may exercise its option (if any) to have under this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have under Section 1403 applied 4.5 with respect to such NotesNotes and the Note Guarantee. Following a defeasance, payment of such Notes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of its option to have this Section applied to the Notes, the Company shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section on and after the date the conditions set forth in Section 1404 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes and to have satisfied all its other obligations under such Notes and the Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following, which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes when payments are due, ; (2) the Company’s obligations with respect to such Notes under Sections 404, 405, 406, 1102, 1102 and 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, ; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and the Subsidiary Guarantors’ obligations in connection therewith; and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 of its the option applicable to have this Section applied to the Notes4.02, the Company and each Guarantor shall be deemed to have been discharged from its obligations with respect to such Notes as provided in this Section the Defeased Securities on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes Securities and the this Indenture insofar as the Notes such Securities are concerned (and the Trustee, at the expense of the Company, and, upon Company Request, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes Defeased Securities to receive, solely from the trust fund described in Section 1404 4.04 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Notes Securities when such payments are due, (2b) the Company’s 's obligations with respect to such Notes Defeased Securities under Sections 4041.17, 4051.18, 4063.04, 11023.05, 1103 3.06, 7.01, 10.01, 10.03, 10.10, 10.11 (but only to the extent such section is applicable to Default of an Indenture Obligation not defeased), and 1104(a10.12 (for the purposes of applying Section 10.12, if the Trustee (or any qualifying trustee pursuant to Section 4.04) is required by law or by the administration or interpretation thereof to withhold or deduct any amount for or on account of Taxes from any payment made from the trust fund described in Section 4.04 under or with respect to the Securities, such payment shall be deemed to have been made by the Company and the Company shall be deemed to have been so required to deduct or withhold) and its obligations under Section 314(a) of the Trust Indenture Act, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 with respect to have Section 1403 applied to such Notesthe Securities.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 4.01 of its the option applicable to have this Section applied to the Notes4.02, the Company shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the conditions set forth in Section 1404 below are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 4.05 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from the trust fund described in Section 1404 4.04 and as more fully set forth in such Section, payments in respect of the principal of and any premium of, premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations with respect to such Defeased Notes under Sections 4043.04, 4053.05, 4063.06, 11027.01, 1103 10.01, 10.02 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.03, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 6.07, and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Four. Subject to compliance with this ArticleArticle Four, the Company may exercise its option (if any) to have under this Section applied to any Notes 4.02 notwithstanding the prior exercise of its option (if any) under Section 4.03 with respect to have Section 1403 applied to such the Notes.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 1301 of its the option applicable to have this Section applied to the Notes1302, each of the Company and the Parent shall be deemed to have been discharged from its obligations with respect to such all Outstanding Notes as provided in this Section on and after the date the conditions set forth in Section 1404 1304 are satisfied (hereinafter called “Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Outstanding Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1305 and the other Sections of this Indenture referred to in (A) and (B) below, and to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Notes to receive, solely from the trust fund described in Section 1404 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium premium, if any, on) and interest and Liquidated Damages, if any, on such Notes when such payments are due, (2B) the Company’s 's and the Parent's obligations with respect to such Notes under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act1003, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4D) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Thirteen. Subject to compliance with this ArticleArticle Thirteen, the Company may exercise its option (if any) to have under this Section applied to any Notes 1302 notwithstanding the prior exercise of its option (if any) under Section 1303 with respect to have the Notes. Forthwith upon exercise by the Company of its option under this Section 1403 applied 1302 the Guarantees shall cease to such Notesbe of further force and effect.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 12.1 hereof of its the option applicable to have this Section applied to the Notes12.2, the Company shall be deemed to have been discharged from its obligations with respect to such all Outstanding Senior Notes as provided in this Section on and after the date the conditions set forth in Section 1404 12.4 hereof are satisfied (hereinafter called “Defeasance”hereinafter, "legal defeasance"). For this purpose, such Defeasance legal defeasance means that the Company shall be deemed (i) to have paid and discharged its obligations under the entire indebtedness represented by such Outstanding Senior Notes, provided, however, that the Senior Notes shall continue to be deemed to be "Outstanding" for purposes of Section 12.5 hereof and the other Sections of this Indenture referred to in clauses (A) and (B) below, and (ii) to have satisfied all its other obligations under with respect to such Senior Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense and direction of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, following which shall survive until otherwise terminated or discharged hereunder: (1A) the rights of Holders of such Outstanding Senior Notes to receive, solely from the trust fund described in Section 1404 12.4 hereof and as more fully set forth in such Section, payments in respect of the principal of (and any premium if any, on), interest and interest Liquidated Damages on such Senior Notes when such payments are duedue (or at such time as the Senior Notes would be subject to redemption at the option of the Company in accordance with this Indenture), (2B) the Company’s obligations with respect to such Notes of the Company under Sections 4043.3, 4053.4, 4063.6, 11023.7, 1103 5.8, 6.6, 6.9, 6.10, 10.2 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act10.3, (3C) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and (4D) this Article. If the obligations of the Company exercises its defeasance option pursuant to under this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle XII. Subject to compliance with this ArticleArticle XII, the Company may exercise its option (if any) to have under this Section applied to any Notes 12.2 notwithstanding the prior exercise of its option (if any) under Section 12.3 hereof with respect to have Section 1403 applied to such the Senior Notes.

Defeasance and Discharge. Upon the Company’s exercise of its option (if any) to have this Section 6.1 applied to the Notes, the Company and each of the Guarantors shall be deemed to have been discharged from its obligations their Obligations with respect to such the Notes and the Note Guarantees as provided in this Section 6.1 on and after the date the conditions set forth in Section 1404 6.3 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company and the Guarantors shall be deemed to have paid and discharged the entire indebtedness Debt represented by such the Notes (including the Note Guarantees) and to have satisfied all its their other obligations Obligations under such Notes the Notes, the Note Guarantees and the Indenture insofar as the Notes and the Note Guarantees are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments provided to it acknowledging the same), subject to the following, following which shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of such the Notes to receive, solely from the trust fund described in Section 1404 6.3 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest and Special Interest, if any, on such the Notes when payments are due, (2) the Company’s obligations Obligations with respect to such the Notes under Sections 404304, 405305, 406306, 1102, 1103 1002 and 1104(a) and its obligations under Section 314(a) 1003 of the Trust Existing Indenture Actand Section 2.5 of this Thirtieth Supplemental Indenture, (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (4) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle Six. Subject to compliance with this ArticleArticle Six, the Company may exercise its option (if any) to have this Section 6.1 applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 6.2 applied to such Notes.

Defeasance and Discharge. Upon the Company’s and the Subsidiary Guarantors’ exercise of its the option provided in Section 8.01 to have this Section 8.02 applied to the Outstanding Notes, the Company shall and the Subsidiary Guarantors will be deemed to have been discharged from its their obligations with respect to such the Outstanding Notes as provided in this Section 8.02 on and after the date the conditions set forth in Section 1404 8.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall and the Subsidiary Guarantors will be deemed to have paid and discharged the entire indebtedness represented by such the Outstanding Notes and to have satisfied all its of their other obligations under such the Notes and the this Indenture insofar as the Notes are concerned (and the Trustee, at the expense of the Company, shall will execute proper instruments acknowledging the same), subject to the following, following which shall will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 1404 8.04 and as more fully set forth in such SectionSection 8.04, payments in respect of the principal of and any premium and interest on such the Notes when payments are due, (2b) the Company’s obligations with respect to such the Notes under Sections 4042.04, 4052.06, 4062.09, 11024.02, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act7.11, (3c) the rights, powers, trusts, duties duties, and immunities of the Trustee hereunder under this Indenture and (4d) this Article. If the Company exercises its defeasance option pursuant to this Section 1402, the Subsidiary Guarantees will terminate with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of DefaultArticle 8. Subject to compliance with this ArticleArticle 8, the Company and the Subsidiary Guarantors may exercise its their option (if any) provided in Section 8.01 to have this Section 8.02 applied to any the Outstanding Notes notwithstanding the prior exercise of its option (if any) provided in Section 8.01 to have Section 1403 8.03 applied to such the Outstanding Notes.

Defeasance and Discharge. Upon the Company’s 's exercise ------------------------ under Section 1201 of its the option applicable to have this Section applied to the Notes1202, the Company ------------ ------------ shall be deemed to have been released and discharged from its obligations with respect to such the Defeased Notes as provided in this Section on and after the date the relevant conditions set forth in Section 1404 1204 below are satisfied (hereinafter called “hereinafter, "Defeasance”"). For this purpose, ------------ ---------- such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Notes the Defeased Notes, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section ------- 1205 and the other Sections of this Indenture referred to in clauses (a) and (b) ---- below, and the Company, Holding and each of the Note Guarantors shall be deemed to have satisfied all its other obligations under such Notes and the this Indenture insofar as the such Notes are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to except for the following, which shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of such Defeased Notes to receive, solely from - the trust fund described in Section 1404 1204 and as more fully set forth in such ------------ Section, payments in respect of the principal of and any premium premium, if any, and interest on such Notes when such payments are due, (2b) the Company’s 's obligations - with respect to such Defeased Notes under Sections 404304, 405305, 406306, 1102402 and 403, 1103 and 1104(a) and its obligations under Section 314(a) of the Trust Indenture Act, ------------ --- --- --- --- (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, -- including the Trustee's rights under Section 707, and (4d) this ArticleArticle 12. If ----------- - ---------- Subject to compliance with this Article 12, the Company exercises may, at its defeasance option pursuant to and ---------- at any time, exercise its option under this Section 1402, 1202 notwithstanding the Subsidiary Guarantees will terminate ------------ prior exercise of its option under Section 1203 with respect to the Notes, and payment of the Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section applied to any Notes notwithstanding the prior exercise of its option (if any) to have Section 1403 applied to such Notes.------------