Common use of RECITALS OF THE COMPANY Clause in Contracts

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered have heretofore entered into an Indenture, dated as of February 16March 1, 20121995, as amended by that certain Agreement a First Supplemental Indenture dated as of ResignationFebruary 9, Appointment and Acceptance2005, a Second Supplemental Indenture dated as of November 2, 2005 (the “Second Supplemental Indenture”), a Third Supplemental Indenture, dated as of November 2, 2005, a Fourth Supplemental Indenture dated as of March 1226, 20122007, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this a Fifth Supplemental Indenture, dated as of November 8, 2007, and a Sixth Supplemental Indenture, dated as of May 7, 2008 (as so supplemented, the "“Base Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of its senior debt securities evidencing its unsubordinated indebtedness (the "“Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"”). Sections 9.01(5) and 9.01(7Section 901(2) of the Base Indenture provide that without provides for the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time Trustee to time, may enter into one or more indentures an indenture supplemental to the Base Indenture to (iadd covenants of the Company for the benefit of the Holders of all or any series of Securities. Section 901(5) of the Base Indenture provides for the Company and the Trustee to enter into an indenture supplemental to the Base Indenture to change or eliminate any of the provisions of the Indenture Base Indenture, provided that any such change or elimination becomes effective only when there is no Security Outstanding of any series created prior to the execution of a such indenture supplemental indenture that which is entitled to the benefit of such provision and (iiprovision. Section 901(6) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture provides for the benefit Company and the Trustee to enter into an indenture supplemental to the Base Indenture to secure the Securities. The Board of Trustees of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized adopted resolutions authorizing the execution Company to execute and delivery of deliver this Supplemental Indenture to provide for the issuance of the Notes and all acts and Indenture. All things necessary to make this Supplemental Indenture a validthe Base Indenture, bindingas hereby modified, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee have heretofore executed and delivered an Indenture, dated as of February 16August 1, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1982 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide as supplemented by the First Supplemental Indenture, dated as of April 1, 1986 and the Second Supplemental Indenture, dated as of October 1, 1989, providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell Terms defined in the aggregate principal amount as listed in Exhibit B hereto of Indenture have the Company's senior notes as described in Exhibit B attached hereto (the "Notes")same meanings herein. Sections 9.01(5901(5), 901(7) and 9.01(7901(9) of the Base Indenture provide that provide, among other things, that, without the consent of Holders of the Securities of any series issued under the IndentureHolders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture (a) to (i) change or eliminate any provision of the provisions of the Indenture when there is no Indenture, provided that such change or elimination shall not be effective as to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that which is entitled to the benefit of such provision and provision, (iib) to establish the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301, or (c) to cure any ambiguity, to correct or supplement any provision of the Base Indenture. The Company desires to establish the form and terms Indenture which may be inconsistent with any other provision of the Notes and Indenture, or to modifymake any other provisions with respect to matters or questions arising under the Indenture, alter, supplement and change certain provisions of provided such action shall not adversely affect the Base Indenture for the benefit interests of the Holders of the Notes (except as may be provided Securities of any series in a future supplemental indenture any material respect. Pursuant to the Indenture ("Future Supplemental Indenture")). The foregoing authority, the Company has duly authorized the execution proposes in and delivery of by this Third Supplemental Indenture to provide for amend the issuance Indenture in certain respects with respect to the Securities of any series created on or after the Notes and all acts and date hereof. All things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done done. Now, therefore, this Third Supplemental Indenture Witnesseth: For and performed.in consideration of the premises and the purchase of the Securities by the Holders thereof, it is mutually covenanted and agreed, for the equal and proportionate benefit of all Holders of the Securities or of series thereof, as follows:

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16June 21, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2019 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $45,000,000 aggregate principal amount as listed (or up to $51,750,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.00% Notes due December 30, 2026 (the "“Notes"”). Sections 9.01(5The Company previously entered into the First Supplemental Indenture, dated as of June 21, 2019 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of November 7, 2019 (the “Second Supplemental Indenture”) and 9.01(7the Third Supplemental Indenture, dated as of September 4, 2020 (the “Third Supplemental Indenture”), each of which amended and supplemented the Base Indenture. None of the First Supplemental Indenture, the Second Supplemental Indenture or the Third Supplemental Indenture are applicable to the Notes. Sections 901(4) and 901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Base Indenture ("“Future Supplemental Indenture")”). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Thirteenth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Thirteenth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Thirteenth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fifth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $[ ] aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s [ ]% Notes due 2028 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fifth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed have entered into an Indenture dated as of February 28, 1996 (herein called the “Indenture”), as amended and delivered an supplemented by the First Supplemental Indenture, dated as of February 16May 29, 20121998, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's its unsecured debentures, notes or other evidences of indebtedness (herein called the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7Section 901(5) of the Base Indenture provide that provides that, without the consent of Holders of the Securities of any series issued under the IndentureHolders, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental thereto, in form satisfactory to the Base Indenture Trustee, to (i) add to, change or eliminate any of the provisions of the this Indenture when there is no in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that is and entitled to the benefit of such provision and nor (ii) establish modify the form rights of the Holder of any such Security with respect to such provision or terms (B) shall become effective only when there is no such Security Outstanding. As of the date of this Second Supplemental Indenture, the Company has created a series of Securities, called “Senior Medium-Term Notes, Series A”, pursuant to Section 301 of the Indenture pursuant to an Officers’ Certificate, dated February 28, 1996, as amended pursuant to an Officers’ Certificate dated May 29, 1998. Pursuant to the foregoing authority granted under Section 901(5) of the Indenture, the Company intends to amend the Indenture by this Second Supplemental Indenture in certain respects with respect to the Securities of all series of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturenot heretofore Outstanding. The entry into this Second Supplemental Indenture by the Company desires to establish and the form and terms of Trustee is in all respects authorized by the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and All things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, Company and the Trustee and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 17, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2020 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $21,000,000 aggregate principal amount as listed (or up to $24,150,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 9.50% Notes due July 31, 2025 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Base Indenture ("“Future Supplemental Indenture")”). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16June 21, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2019 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $13,000,000 aggregate principal amount as listed (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 7.75% Notes due September 30, 2025 (the "“Notes"”). Sections 9.01(5The Company previously entered into the First Supplemental Indenture, dated as of June 21, 2019 (the “First Supplemental Indenture”) and 9.01(7the Second Supplemental Indenture, dated as of November 7, 2019 (the “Second Supplemental Indenture”), each of which amended and supplemented the Base Indenture. Neither the First Supplemental Indenture nor the Second Supplemental Indenture is applicable to the Notes. Sections 901(4) and 901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Base Indenture ("“Future Supplemental Indenture")”). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $32,631,250 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.50% Notes due 2022 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, dated as of February 16March 20, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1998 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's its unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 901 of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide provides, among other things, that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, without the consent of any Holders, may enter into one or more indentures an indenture supplemental to the Base Indenture (a) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (iand if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company or (b) to add to, change or eliminate any of the provisions of the Indenture when there is no in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that is and entitled to the benefit of such provision and nor (ii) establish modify the form or terms rights of Securities the Holder of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturesuch Security with respect to such provision or (B) shall become effective only when there is no such Security Outstanding. The Company desires and has requested the Trustee to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided join with it in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance purpose of amending the Notes and Indenture in certain respects with respect to the Securities of any series which are provided to be entitled to the benefit of such amendments pursuant to Section 301 created on or after the date hereof. The amendments contained in this First Supplemental Indenture shall only apply to series of Securities issued after the date hereof which are provided to be entitled to the benefit of such amendments pursuant to Section 301. The Company represents that all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Fourteenth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Fourteenth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Fourteenth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Fifteenth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Fifteenth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Fifteenth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $300,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 3.437% Notes due 2028 (the "“Notes"”). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and has heretofore delivered to the Trustee executed and delivered an Indenture, Indenture dated as of February January 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1998 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Senior Indenture"), a First Supplemental Indenture dated as of January 20, 1998, a Second Supplemental Indenture dated as of July 7, 1998, and a Third Supplemental Indenture dated as of December 21, 1998, the forms of which have been filed with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended, and incorporated by reference as exhibits to the Company's Registration Statement on Form S-3 (Registration No. 333-60875), providing for the issuance from time to time of Senior Debt Securities of the Company (the "Securities") in an unlimited aggregate principal amount, including a series of debt securities entitled "Medium-Term Notes Due Nine Months or More from Date of Issue" limited to $400,000,000 in aggregate initial principal amount. The Company wishes to amend and restate the Third Supplemental Indenture to provide for the issuance of Medium-Term Notes without limit as to aggregate principal amount, and in all other respects to continue the Third Supplemental Indenture in full force and effect except as amended and restated by the Company from time to time this Amended and Restated Third Supplemental Indenture. Section 301 of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell Senior Indenture provides that the aggregate principal amount as listed of Securities that may be authenticated and delivered under the Senior Indenture shall be unlimited, and further provides for various matters with respect to any series of Securities issued under the Senior Indenture to be established in Exhibit B hereto of an indenture supplemental to the Company's senior notes as described in Exhibit B attached hereto (the "Notes")Senior Indenture. Sections 9.01(5) and 9.01(7Section 901(5) of the Base Senior Indenture provide provides that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time to time, Trustee may enter into one or more indentures an indenture supplemental to the Base Senior Indenture to (i) change or eliminate any of the provisions of the Senior Indenture, subject to certain limitations with respect to outstanding Securities. The Trustee is willing to enter into this Amended and Restated Third Supplemental Indenture when there is no Security Outstanding at the Company's request, subject to compliance with Section 901 of any series created prior the Senior Indenture, as applicable. Section 901(7) of the Senior Indenture provides for the Company and the Trustee to enter into an indenture supplemental to the execution of a supplemental indenture that is entitled Senior Indenture to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted provided by Section 2.01 Sections 201 and Section 3.01 301 of the Base Senior Indenture. The Company desires to establish the form and terms Board of Directors of the Notes Company has previously duly adopted resolutions authorizing the Company to execute and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future deliver this Supplemental Indenture")). The Company has duly authorized All the execution conditions and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things requirements necessary to make this Amended and Restated Third Supplemental Indenture a validIndenture, bindingwhen duly executed and delivered, and legal obligation of the Company and to constitute a valid and binding agreement of the Company, in accordance with its termsterms and for the purposes herein expressed, have been done performed and performedfulfilled.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16October 21, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2010 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Sixteenth Supplemental Indenture, together, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $500,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 2.875% Notes due 2027 (the "“Notes"”). Sections 9.01(59.01(v) and 9.01(79.01(vii) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Sixteenth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Sixteenth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, Indenture dated as of March 1230, 2012, by 1993 (as amended and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenturesupplemented, the "Indenture"), to provide ) providing for the issuance by the Company from time to time of $150,000,000 aggregate principal amount of the Company's unsecured debentures9% Senior Subordinated Notes due 2003 (the "Initial Securities"). Pursuant to the First Supplemental Indenture dated as of June 23, notes or other evidences 1993 (the "First Supplemental Indenture"), between the Company and the Trustee, the Company consummated an exchange offer for the Initial Securities whereby the Company offered to exchange $1,000 principal amount of indebtedness its 9% Series B Senior Subordinated Notes due 2003 (the "Exchange Securities," and together with the Initial Securities, the "Securities"), to be issued in one or more series as provided in the Indenturefor each $1,000 principal amount of its Initial Securities. The Company desires to issue and sell Indenture has been supplemented by the aggregate principal amount First Supplemental Indenture, Second Supplemental Indenture dated as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto May 30, 1995 (the "NotesSecond Supplemental Indenture") and the Third Supplemental Indenture dated as of June 14, 1995 (the "Third Supplemental Indenture"). Sections 9.01(5) Each of the Guarantors has duly authorized the issuance of a Guarantee of the Securities, as set forth herein, and 9.01(7to provide therefor, each of the Guarantors has duly authorized the execution and delivery of this Fourth Supplemental Indenture. Section 901(c) of the Base Indenture provide that provides that, without the consent of Holders of the Securities of any series issued under the IndentureHolders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior Indenture, in form satisfactory to the execution of a supplemental indenture Trustee, to make any other provisions with respect to matters or questions arising under the Indenture, provided that is entitled to such action shall not adversely affect the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit interests of the Holders of the Notes (except as may be provided Securities in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))any material respect. The Company has duly authorized and the execution Guarantors, pursuant to the foregoing authority, propose in and delivery of by this Fourth Supplemental Indenture to provide for amend and supplement the issuance of Indenture in certain respects with respect to the Notes and all acts and Securities. All things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and each of the Guarantors, in accordance with its termsand a valid amendment of, and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $250,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 5.875% Senior Notes due 2023 (the "“Notes"”). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $50,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.875% Notes due 2029 (the "“Notes"”) (or up to $57,500,000 aggregate principal amount of the Notes if the underwriters’ option to purchase additional Notes is exercised). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has executed and delivered an Indenture, dated as of February 16, 2012the Indenture to The Chase Manhattan Bank, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, its senior notes or other evidences of indebtedness (the "Securities"“Notes”), said Notes to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires has executed and delivered to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Trustee a First Supplemental Indenture, dated as of March 11, 1998, between the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time Trustee to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or forms and terms of Securities seven series of any Notes, a Second Supplemental Indenture, dated as of March 11, 1998, between the Company and the Trustee to establish the forms and terms of three series of Notes, a Third Supplemental Indenture, dated as permitted by Section 2.01 of October 1, 1999, between the Company and Section 3.01 of the Base Indenture. The Company desires Trustee to establish the form and terms of one series of Notes, a Fourth Supplemental Indenture, dated as of May 1, 2003, between the Company and the Trustee to establish the form and terms of one series of Notes, a Fifth Supplemental Indenture, dated as of May 1, 2003, between the Company and the Trustee to establish the form and terms of one series of Notes, a Sixth Supplemental Indenture, dated as of May 1, 2003, between the Company and the Trustee to establish the form and terms of one series of Notes, a Seventh Supplemental Indenture, dated as of June 1, 2007, between the Company and the Trustee to establish the form and terms of one series of Notes and to modifyamend the Indenture, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future an Eighth Supplemental Indenture")). The Company has duly authorized the execution and delivery , dated as of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a validJune 1, binding2010, and legal obligation of between the Company and the Trustee to constitute establish the forms and terms of six series of Notes, a valid agreement Ninth Supplemental Indenture, dated as of June 1, 2010, between the Company and the Trustee to establish the forms and terms of two series of Notes, and a Tenth Supplemental Indenture, dated as of September 1, 2012 to establish the form and terms of one series of Notes (the Indenture, as supplemented and amended by said First Supplemental Indenture, said Second Supplemental Indenture, said Third Supplemental Indenture, said Fourth Supplemental Indenture, said Fifth Supplemental Indenture, said Sixth Supplemental Indenture, said Seventh Supplemental Indenture, said Eighth Supplemental Indenture, said Ninth Supplemental Indenture and said Tenth Supplemental Indenture, collectively, the “Indenture, as heretofore supplemented”). Effective as of May 1, 2011, MUFG Union Bank, N.A. (under its then name, Union Bank, N.A.) succeeded to The Bank of New York Mellon Trust Company, in accordance with N.A. as Trustee. Effective as of October 1, 2006, The Bank of New York Mellon Trust Company, N.A. (under its termsthen name, have been done and performed.The Bank of New York Trust Company, N.A.) succeeded to JPMorgan Chase Bank,

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, the "Third Supplemental Indenture", dated as of April 30, 2015, the Fourth Supplemental Indenture, dated as of July 15, 2019, the Fifth Supplemental Indenture, dated November 20, 2019, the Sixth Supplemental Indenture, dated as of April 30, 2020, and this Seventh Supplemental Indenture (the “Seventh Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $1,000,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 3.400% Notes due 2026 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Seventh Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Seventh Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16May 10, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2013 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $37,500,000 aggregate principal amount as listed (or up to $43,125,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 7.25% Notes due 2025 (the "“Notes"”). Sections 9.01(5The Company previously entered into the First Supplemental Indenture, dated as of May 10, 2013 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of December 21, 2016 (the “Second Supplemental Indenture”) and 9.01(7the Third Supplemental Indenture, dated as of August 28, 2018 (the “Third Supplemental Indenture”), each of which amended and supplemented the Base Indenture. Neither the First Supplemental Indenture, the Second Supplemental Indenture nor the Third Supplemental Indenture is applicable to the Notes. Sections 901(4) and 901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered entered into an Indenture, Indenture dated as of February 16July [________], 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2006 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "IndentureORIGINAL INDENTURE"), pursuant to provide for the issuance by the Company from time to time of the Company's which senior unsecured debentures, notes or other evidences of indebtedness of the Company (the "SecuritiesSECURITIES"), to which may be convertible into or exchangeable for any securities of any Person (including the Company), may be issued in one or more series as provided from time to time. Section 301 of the Original Indenture permits the terms of any series of Securities to be established in an indenture supplemental to the Original Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 901 of the Company's senior notes as described in Exhibit B attached hereto (Original Indenture provides that a supplemental indenture may be entered into by the "Notes"). Sections 9.01(5) Company and 9.01(7) of the Base Indenture provide that Trustee without the consent of any Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturefor certain purposes stated therein. The Company desires has requested the Trustee to establish join with it in the form execution and delivery of this First Supplemental Indenture in order to supplement the Original Indenture by, among other things, establishing certain terms of a series of Securities to be known as the Company's "[________] % Senior Notes due 20[________]" (the "NOTES"), and to modify, alter, supplement and change adding certain provisions of the Base Indenture thereof for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))Notes. The Company has furnished the Trustee with a duly authorized and executed Company Order dated July [________], 2006 authorizing the execution and delivery of this First Supplemental Indenture to provide for and the issuance of the Notes and all acts and Notes. Such Company Order is sometimes referred to herein as the "AUTHENTICATION ORDER." All things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, Company and the Trustee and a valid supplement to the Original Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "“Securities"”), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Twenty-Second Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Twenty-Second Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Twenty-Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between to the Company, Trustee the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide Indenture providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's ’s senior notes unsecured debt securities (herein and in the Base Indenture called the “Securities”), the forms and terms of which are to be determined as described set forth in Exhibit B attached hereto (Sections 201 and 301 of the "Notes")Base Indenture. Sections 9.01(5) and 9.01(7) Section 901 of the Base Indenture provide provides, among other things, that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time to time, Trustee may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for, among other things, the purposes of providing for the provisions issuance of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of additional Securities of any series as permitted by series. The Company has heretofore executed and delivered to the Trustee the Base Indenture and the First Supplemental Indenture, providing for the issuance of an unlimited aggregate principal amount of 3.750%% Senior Notes due 2029. The Company has previously issued $500,000,000 aggregate principal amount of the 3.750% Senior Notes due 2029 (the “Existing Notes”). In accordance with Section 2.01 and Section 3.01 301 of the Base Indenture, the Company may issue Additional Notes and may enter into a supplemental indenture to the Base Indenture to provide for the issuance of such Additional Notes. The Company desires to establish execute and deliver this Second Supplemental Indenture to provide for this issuance of $250,000,000 aggregate principal amount of its 3.750% Senior Notes due 2029 (the form and terms of the “New Notes”) as Additional Notes and to modify, alter, supplement and change certain provisions of under the Base Indenture for Indenture, as supplemented by the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future First Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture and the New Notes to provide be issued hereunder, as provided for in the issuance of the Notes and all acts and Indenture. All things necessary have been done to make this Second Supplemental Indenture a valid, binding, valid and legal obligation of the Company and to constitute a valid legally binding agreement of the Company, in accordance with its termsterms and to make the New Notes, have been done when executed by the Company and performedauthenticated and delivered by the Trustee under the Indenture and duly issued by the Company, the valid and legally binding obligations of the Company.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16March 2, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2012 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $75,000,000 aggregate principal amount as listed (or up to $86,250,000 aggregate principal amount if the underwriters’ option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.375% Notes due 2022 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of March 2, 2012 (the “First Supplemental Indenture”), and the Second Supplemental Indenture, dated as of October 19, 2012 (the “Second Supplemental Indenture”), each of which supplemented the Base Indenture. The First Supplemental Indenture and the Second Supplemental Indenture are not applicable to the Notes. Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture applicable to the Notes ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $325,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 3.706% Notes due 2026 (the "“Notes"”). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16August 20, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide provide, among other things, for the issuance by the Company issuance, from time to time time, of the Company's ’s unsecured debenturesdebt securities, notes or other evidences of indebtedness in an unlimited aggregate principal amount (the "“Securities"”), to be issued in one or more series to be established by the Company under, and authenticated and delivered as provided in in, the Base Indenture. The Company desires to issue and sell the up to $115,000,000 in aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 8.250% Notes due 2028 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of August 20, 2018 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of September 25, 2018 (the “Second Supplemental Indenture”), and the Third Supplemental Indenture, dated as of November 2, 2022 (the “Third Supplemental Indenture”), each of which supplemented the Base Indenture. Neither the First Supplemental Indenture, the Second Supplemental Indenture, nor the Third Supplemental Indenture is applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16March 28, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s debt securities evidencing its secured or unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to initially issue and sell the up to $70,000,000 aggregate principal amount as listed (or up to $80,500,000 aggregate principal amount if the underwriters’ option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.00% Notes due 2026 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of March 28, 2018 (the “First Supplemental Indenture”), which supplemented the Base Indenture. The First Supplemental Indenture is not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that that, without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a such supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $57,500,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 5.875% Notes due 2026 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide between the Company, the Guarantors and Firstar Bank, National Association, as Trustee, as supplemented by the First Supplemental Indenture dated June 25, 1999, the Second Supplemental Indenture dated June 25, 1999, the Third Supplemental Indenture dated June 25, 1999 and the Fourth Supplemental Indenture dated September 22, 1999 providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Fifth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Fifth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16June 21, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2019 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fifth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $50,000,000 aggregate principal amount as listed (or up to $57,500,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.00% Notes due March 30, 2027 (the "“Notes"”). Sections 9.01(5The Company previously entered into the First Supplemental Indenture, dated as of June 21, 2019 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of November 7, 2019 (the “Second Supplemental Indenture”), the Third Supplemental Indenture, dated as of September 4, 2020 (the “Third Supplemental Indenture”) and 9.01(7the Fourth Supplemental Indenture, dated as of December 20, 2021 (the “Fourth Supplemental Indenture”), each of which amended and supplemented the Base Indenture. None of the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture or Fourth Supplemental Indenture are applicable to the Notes. Sections 901(4) and 901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Base Indenture ("“Future Supplemental Indenture")”). The Company has duly authorized the execution and delivery of this Fifth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March June 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2020 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, collectively, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $210,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.75% Notes due 2025 (the "“Notes"”). Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16January 10, 20122020, (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue establish and sell provide for the aggregate principal amount issuance by the Company of a series of Securities designated as listed in Exhibit B hereto of its 6.000% Senior Notes due 2026 (including any Additional Notes, as defined herein, except as the Company's senior notes as described in Exhibit B attached hereto (context otherwise requires, the "“Notes"”). Sections 9.01(5) and 9.01(7Section 901(7) of the Base Indenture provide provides that without the consent of Holders of the Securities of any series or coupons issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture, including the provisions and procedures relating to Securities convertible into Capital Stock. Additional Securities of other series hereafter established, except as may be limited in the Base Indenture as at the time supplemented and modified, may be issued from time to time pursuant to the Indenture as at the time supplemented and modified. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))Notes. The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and has done all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "“Securities"”), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Twenty-First Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Twenty-First Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Twenty-First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16January 27, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2015 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $25,000,000 aggregate principal amount as listed (or up to $28,750,000 aggregate principal amount if the underwriters’ option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.125% Notes due 2022 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of January 27, 2015 (the “First Supplemental Indenture”), which amended and supplemented the Base Indenture. The First Supplemental Indenture is not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "“Securities"”), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Nineteenth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Nineteenth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Nineteenth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16January 28, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2011 (the "“Base Indenture" and, as supplemented by one or more supplemental indentures, including ,” and together with this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), securities to be issued in one or more series as provided in the Base Indenture. ; The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) execute this Supplemental Indenture pursuant to Section 3.11 of the Base Indenture to provide that without for the consent of Holders of the Securities of any series issued under the Indentureissuance, the Company, when authorized by or and pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to Section 3.01 of the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or of a series of its notes designated as its 4.250% Senior Notes due 2030 issued on the date hereof (the “Notes”), in an initial aggregate principal amount of $400,000,000; This Supplemental Indenture restates in its entirety the terms of Securities of any series the Base Indenture as permitted supplemented by Section 2.01 this Supplemental Indenture and Section 3.01 does not incorporate the terms of the Base Indenture. The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and shall only govern the terms of, the Notes, except as otherwise provided herein, and shall not apply to any other securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other securities specifically incorporates such changes, modifications and supplements; The Company desires has delivered to establish the form Trustee an Opinion of Counsel and terms of the Notes an Officer’s Certificate pursuant to Sections 1.02 and to modify, alter, supplement and change certain provisions 9.03 of the Base Indenture for to the benefit effect that the execution and delivery of the Holders of Supplemental Indenture is authorized or permitted under the Notes (except as may be Base Indenture and that all conditions precedent provided for in a future supplemental indenture the Base Indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide be complied with by the Company have been complied with; The Company has requested that the Trustee execute and deliver this Supplemental Indenture; The Indenture is subject to the provisions of the Trust Indenture Act that are deemed to be incorporated into the Indenture and shall, to the extent applicable, be governed by such provisions; All necessary acts and things have been done to make (i) the Notes, when duly issued and executed by the Company and authenticated and delivered hereunder, the legal, valid and binding obligations of the Company and (ii) this Supplemental Indenture a legal, valid and binding agreement of the Company in accordance with the terms of this Supplemental Indenture; and The Company has received good and valuable consideration for the execution and delivery of this Supplemental Indenture, and the Company will derive substantial direct and indirect benefits from the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performedNotes.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 162, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $55,000,000 aggregate principal amount as listed (or up to $63,250,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 5.375% Notes due 2024 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of February 2, 2018 (the “First Supplemental Indenture”), and the Second Supplemental Indenture, dated as of February 8, 2019 (the “Second Supplemental Indenture”), each of which amended and supplemented the Base Indenture. The First Supplemental Indenture and the Second Supplemental Indenture are not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and Xxxxx Fargo Bank, National Association (succeeded as trustee under the Trustee Indenture by Wilmington Trust Company pursuant to that certain Instrument of Resignation, Appointment and Acceptance dated June 11, 2009 between the Company, Wilmington Trust Company as successor trustee and Xxxxx Fargo Bank, National Association as resigning trustee), executed and delivered an Indenture, dated as of February 16April 26, 20122007 (the “Base Indenture”), as amended supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 19, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2007 (the "“First Supplemental Indenture”, together with the Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of $550,000,000 aggregate principal amount of the Company's unsecured debentures, notes or other evidences of indebtedness ’s 6.85% Senior Notes due 2012 (the "Securities"“Notes”). This Second Supplemental Indenture is being executed pursuant to the Company’s Confidential Out-of-Court Exchange Offering Memorandum and Solicitation of Consents and Disclosure Statement and Solicitation of Votes Related to an In-Court Standby Prepackaged Plan of Reorganization, dated May 3, 2010 (the “Offering Memorandum and Disclosure Statement”), to be issued in one or more series as provided in and the Indenture. The Company desires to issue related letter of transmittal and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). consent; Sections 9.01(5) and 9.01(7) 9.02 of the Base Indenture provide provides that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time to time, Trustee may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding or modify in any manner the rights of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms Holders of Securities of any a series as permitted under the Indenture “with the written consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture”, subject to certain exceptions specified in Section 2.01 and Section 3.01 9.02 of the Base Indenture. ; The Company desires to establish the form and terms parties hereto are entering into this Second Supplemental Indenture to: (i) eliminate certain Events of Default contained in Section 5.01 of the Notes Indenture; (ii) eliminate conditions to mergers, consolidations and to modify, alter, supplement and change certain provisions sales of assets contained Section 8.01 of the Base Indenture; (iii) amend Section 8.02 of the Indenture; (iv) eliminate certain restrictive covenants contained in Article X of the Indenture; and (v) eliminate all references in the Indenture for or the benefit Securities to sections to be eliminated in accordance with the preceding clauses (i), (ii), (iii) and (iv) (collectively, the “Amendments”); The Amendments described in the preceding paragraph require the written consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture; The execution and delivery of this Second Supplemental Indenture and the adoption of the Amendments by the Company and the Trustee have been authorized by the written consent of the Holders of not less than a majority in principal amount of the Outstanding Notes (except as may be provided in a future supplemental indenture to of the date hereof; and The execution and delivery of this Second Supplemental Indenture ("Future Supplemental Indenture")). The by the Company has duly been authorized by a Board Resolution, and all acts, conditions and requirements necessary to make this Second Supplemental Indenture a valid and binding agreement in accordance with its terms and for the purposes herein set forth have been done and taken, and the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.in all respects duly authorized;

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $ aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s % Notes due (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 1626, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2013 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $80,500,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 7.25% Senior Notes due 2023 (the "“Notes"”). Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of $147,500,000 aggregate principal amount at maturity of the Company's 14% Senior Discount Notes due 2009 (the "Notes") issuable as provided in this Indenture. The Notes were issued and sold in connection with the issue and sale of an aggregate of 147,500 Units (the "Units"), consisting of $147,500,000 principal amount at maturity Notes and an aggregate of 1,475,000 Non-Voting Class B Membership Interests of CompleTel Holdings LLC (each a "Class B Interest"). Each Unit consists of a $1,000 principal amount at maturity Note and 10 Class B Interests. The Notes and the Class B Interests constituting the Units will not be separately transferable until the earliest of (i) six months after the Issue Date (as defined herein), (ii) the effective date of the shelf registration statement (as defined herein) or the consummation of an exchange offer pursuant to the Notes Registration Rights Agreement(as defined herein), (iii) the occurrence of an Event of Default (as defined herein), (iv) the occurrence of a Change of Control (as defined herein) or (v) such earlier date as determined by Xxxxxxx Xxxxx Xxxxxx Inc. in its sole discretion; PROVIDED that in no event will the Notes and all acts and Class B Interests become separately transferable prior to the release of funds from the Escrow Account (as defined herein), as provided in the Escrow Agreement (as defined herein) (the date of the occurrence of an event specified in clauses (i) through (v), the "Separability Date"). All things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Escrow Guarantor, in accordance with its terms, have been done, and the Company has done all things necessary to make the Notes, when executed by the Company and performedthe Escrow Guaranty, when endorsed by the Escrow Guarantor and the Notes, when authenticated and delivered by the Trustee hereunder and duly issued by the Company, the valid obligations of the Company and the Escrow Guaranty, when endorsed by the Escrow Guarantor as hereinafter provided. By separate agreement dated the date hereof, CompleTel LLC entered into a guaranty agreement providing for an unconditional and irrevocable guaranty of the Indenture Obligations and the Notes (as defined herein). This Indenture is subject to, and shall be governed by, the provisions of the Trust Indenture Act of 1939, as amended, that are required to be a part of and to govern indentures qualified under the Trust Indenture Act of 1939, as amended.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide between the Company, the Guarantors and Firstar Bank, National Association, as Trustee, as supplemented by the First Supplemental Indenture dated June 25, 1999, the Second Supplemental Indenture dated June 25, 1999, the Third Supplemental Indenture dated June 25, 1999, the Fourth Supplemental Indenture dated September 22, 1999, the Fifth Supplemental Indenture dated September 22, 1999 and the Sixth Supplemental Indenture dated September 22, 1999, providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Seventh Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Seventh Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Seventh Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and has implemented a refinancing plan designed to reduce its interest expense, extend the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide for the issuance by the Company from time to time maturities of the Company's unsecured debenturesoutstanding long-term debt and enhance its operating and financial flexibility. As part of the refinancing plan, notes or other evidences the Company is making cash tender offers (each of indebtedness the offers is referred to herein individually, as an "Offer" and, collectively, as the "Offers") to purchase certain debt securities of the Company (the "Debt Securities"), including the Company's 9.35% Senior Subordinated Notes due 1999 and 9.875% Senior Subordinated Debentures due 2007 (the "Securities"), to be which were issued in one or more as separate series as provided in of securities under the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of also is soliciting consents from Holders of the Securities to amendments to the Indenture (the "Amendments") and to each indenture under which each other series of any series Debt Securities was issued under (all as described in the Company's Offer to Purchase and Consent Solicitation Statement dated August 4, 1997 (the "Statement")). In accordance with Section 11.2 of the Indenture, the Company, when authorized by or pursuant to Holders of not less than a Board Resolution, and majority of the Trustee, at any time and from time to time, may enter into one or more indentures supplemental principal amount of the outstanding Securities of each series have consented to the Base Indenture to (i) change or eliminate any Amendments. The Board of Directors of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture Indenture. In addition, the Company has delivered an Opinion of Counsel to provide for the issuance Trustee pursuant to Section 11.5 of the Notes Indenture and has done all acts and other things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, Company in accordance with its termsthe terms hereof and of the Indenture. This Supplemental Indenture is effective as of the date upon which the conditions set forth in Section 1.9 hereof are satisfied and the Amendments effected by this Supplemental Indenture will become operative with respect to the 9.35% Senior Subordinated Notes due 1999 on the date such Securities are accepted for payment by the Company pursuant to the Offer therefor and with respect to the 9.875% Senior Subordinated Debentures due 2007 on the date such Securities are accepted for payment by the Company pursuant to the Offer therefor. WHEREFORE, have been done each party agrees as follows for the benefit of the other party and performed.for the equal or ratable benefit of the Holders of the Securities, as follows:

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $40,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.75% Senior Notes due 2019 (the "“Notes"”). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March September 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $130,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.75% Notes due 2026 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of September 12, 2018 (the “First Supplemental Indenture”), which amended and supplemented the Base Indenture. The First Supplemental Indenture is not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture in form reasonably satisfactory to the Trustee to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and Pursuant to the Trustee executed and delivered an Third Supplemental Indenture, dated as of February 16November 3, 20122000 between Painx Xxxbxx Xxxup Inc. ("PaineWebber") and the Company, as amended by that certain Agreement the Company succeeded to the obligations of Resignation, Appointment and AcceptancePaineWebber under the Indenture, dated as of March 12December 9, 20121996, by between PaineWebber and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indenturesthe First Supplemental Indenture dated as of December 9, including this 1996, and the Second Supplemental IndentureIndenture dated as of March 14, 1997 (as amended by such Supplemental Indentures, the "Junior Subordinated Indenture"), pursuant to provide for the issuance by the Company from time to time of the Company's which PaineWebber issued its outstanding unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Outstanding Junior Subordinated Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly requested the Trustee and the Guarantor to join with it in the execution and delivery of this fourth supplemental indenture (the "Fourth Supplemental Indenture") in order to supplement and amend the Junior Subordinated Indenture, by amending and adding certain provisions thereof, to permit the Company to accept the guarantee of the Guarantor of certain of the Company's obligations. The Company is a wholly owned subsidiary of the Guarantor, and the Guarantor wishes to guarantee, on a subordinated basis, the Company's obligations pursuant to the Junior Subordinated Indenture and the Outstanding Junior Subordinated Notes. The Company has authorized the execution and delivery of this Fourth Supplemental Indenture to provide for by a Board Resolution, as defined in the issuance Junior Subordinated Indenture. The Guarantor has authorized the execution and delivery of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture by a valid, binding, and legal obligation 3 resolution of or under the Company and to constitute a valid agreement authority of the Company, in accordance with its terms, have been done and performedboard of directors.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16August 9, 20122016 (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto $34,500,000 of the Company's senior notes as described in Exhibit B attached hereto ’s 7.25% Notes due 2024 (the "“Notes"”). Sections 9.01(5901(5) and 9.01(7901(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture applicable to the Notes ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and amendment of certain provisions of the Base Indenture as herein provided and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 1610, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2021 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $34,750,000 aggregate principal amount as listed (or up to $39,962,500 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 7.00% Notes due 2026 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16November 18, 20122014 (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company previously entered into the First Supplemental Indenture, dated as of November 18, 2014 (the “First Supplemental Indenture”), which amended and supplemented the Base Indenture, and the Second Supplemental Indenture, dated as of December 14, 2015 (the “Second Supplemental Indenture”). Neither the First Supplemental Indenture nor the Second Supplemental Indenture is applicable to the Notes (as defined below). The Company desires to issue and sell the up to $57,500,000 in aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.125% Notes due 2023 (the "“Notes"”). Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and amendment of certain provisions of the Base Indenture as herein provided and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16April 2, 20122013 (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Fifth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of of, among other things, the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $300,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 3.000% Notes due 2026 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of April 2, 2013 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of November 5, 2014 (the “Second Supplemental Indenture”), the Third Supplemental Indenture, dated as of November 21, 2017 (the “Third Supplemental Indenture”), and the Fourth Supplemental Indenture, dated as of April 23, 2019 (the “Fourth Supplemental Indenture”), each of which supplemented the Base Indenture. The First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture and the Fourth Supplemental Indenture are not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture solely for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fifth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16April 26, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2007 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $550,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.85% Senior Notes due 2012 (the "“Notes"”). Sections 9.01(59.01(e) and 9.01(79.01(g) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) add to, change or eliminate any of the provisions of the Indenture in respect to one or more series of the Securities when there is no Security such series of the Securities Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of the Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16August 9, 20122016 (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $25,000,000 in aggregate principal amount as listed (or up to $28,750,000 in Exhibit B hereto aggregate principal amount if the purchasing agent’s option to purchase additional Notes is exercised in full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.875% Notes due 2026 (the "“Notes"”). Sections 9.01(5901(5) and 9.01(7901(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture applicable to the Notes ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and amendment of certain provisions of the Base Indenture as herein provided and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16November 18, 20122014 (the “Base Indenture” and, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company previously entered into the First Supplemental Indenture, dated as of November 18, 2014 (the “First Supplemental Indenture”), which amended and supplemented the Base Indenture. The First Supplemental Indenture is not applicable to the Notes (as defined below). The Company desires to issue and sell the $35,000,000 in aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.75% Notes due 2022 (the "“Notes"”). Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and amendment of certain provisions of the Base Indenture as herein provided and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16November 23, 20122021 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC this First Supplemental Indenture (the "Base “First Supplemental Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental together with the Base Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to has duly authorized the creation, issue and sell the sale of (a) $350,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 3.300% Notes due 2026 (the "“Initial Notes"”) and (b) if and when issued as provided in the Registration Rights Agreement in a Registered Exchange Offer in exchange for any Initial Notes or otherwise registered under the Securities Act and issued in the form of Exhibit A, the Company’s 3.300% Notes due 2026 (the “Exchange Notes” and, together with the Initial Notes and any Additional Notes, the “Notes”). The Initial Notes, the Exchange Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase. The Notes will be distributed initially only to (i) persons reasonably believed to be QIBs in reliance on Rule 144A and (ii) Non-U.S. Persons in reliance on Regulation S, as such terms are defined herein. Sections 9.01(59.01(4) and 9.01(79.01(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered entered into an IndentureIndenture dated July 26, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2006 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "IndentureORIGINAL INDENTURE"), pursuant to provide for the issuance by the Company from time to time of the Company's which senior unsecured debentures, notes or other evidences of indebtedness of the Company (the "SecuritiesSECURITIES"), to which may be convertible into or exchangeable for any securities of any Person (including the Company), may be issued in one or more series as provided from time to time. Section 301 of the Original Indenture permits the terms of any series of Securities to be established in an indenture supplemental to the Original Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 901 of the Company's senior notes as described in Exhibit B attached hereto (Original Indenture provides that a supplemental indenture may be entered into by the "Notes"). Sections 9.01(5) Company and 9.01(7) of the Base Indenture provide that Trustee without the consent of any Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturefor certain purposes stated therein. The Company desires has requested the Trustee to establish join with it in the form execution and delivery of this First Supplemental Indenture in order to supplement the Original Indenture by, among other things, establishing certain terms of a series of Securities to be known as the Company's "7.50 % Senior Notes due 2016" (the "NOTES"), and to modify, alter, supplement and change adding certain provisions of the Base Indenture thereof for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))Notes. The Company has furnished the Trustee with a duly authorized and executed Company Order dated July 26, 2006 authorizing the execution and delivery of this First Supplemental Indenture to provide for and the issuance of the Notes and all acts and Notes. Such Company Order is sometimes referred to herein as the "AUTHENTICATION ORDER." All things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, Company and the Trustee and a valid supplement to the Original Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indentureindenture, dated as of February 16October [●], 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2021 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes notes, bonds or other evidences of indebtedness (the "“Debt Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $[40,250,000] aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s [●]% Notes due 2026 (the "“Notes"”). Sections 9.01(511.01(i) and 9.01(711.01(j) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture Base Indenture, provided, however, that any such change or elimination shall become effective only when there is no Debt Security Outstanding of any series created prior to the execution of a such supplemental indenture that which is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Debt Securities of any series as permitted by Section 2.01 2.02 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change or eliminate certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Sixth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $[__________] aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s [_____]% Notes due 2029 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Sixth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Sixth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between among the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $100,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 6.25% Notes due 2024 (the "“Notes"”). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section Sections 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "“Securities"”), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Twentieth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Twentieth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Twentieth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an have entered into the Original Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness its 9.25% Senior Notes due 2019 (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Surviving Entity have entered into an Agreement and Plan of Merger, dated April 30, 2012, which contemplates the filing of a certificate of merger with the Secretary of State of the Company's senior notes as described in Exhibit B attached hereto State of Delaware providing for the merger (the "Notes"). Sections 9.01(5) and 9.01(7“Merger”) of the Base Company with and into the Surviving Entity, with the Surviving Entity continuing its corporate existence under the laws of the State of Delaware as the surviving company of the Merger. Pursuant to Section 8.01 of the Original Indenture, the Company may merge with and into another Person, provided that, among other things, (i) the Person formed by any merger with and into the Company (if other than the Company) expressly assumes by a supplemental indenture executed and delivered to the Trustee all the obligations of the Company under the Indenture provide that and the Securities and (ii) the Indenture, as so supplemented, and the Securities remain in full force and effect. Pursuant to Section 9.01 of the Original Indenture, the Indenture and the Securities may be amended or supplemented without the consent of Holders any Holder to provide for the assumption of the Securities Company’s obligations to Holders in the case of any series issued under a merger consummated pursuant to Article VIII of the Indenture. Pursuant to Section 9.01 of the Original Indenture, the Company, when Holdings, the Subsidiary Guarantors and the Trustee may make such amendment, waiver or supplement so long as such amendment, waiver or supplement does not adversely affect the rights of Holders, subject to the fulfillment of certain other conditions set forth therein. The amendments contained herein do not adversely affect the rights of Holders. The Surviving Entity, the Company, Holdings, the Subsidiary Guarantors and the Trustee wish to supplement the Original Indenture so that the Surviving Entity expressly assumes all the obligations of the Company under the Original Indenture and the Securities. The Surviving Entity desires and has requested that the Trustee join in the execution of this First Supplemental Indenture for the purpose of evidencing such assumption by the Surviving Entity. The entry into this First Supplemental Indenture by the Surviving Entity, the Company, Holdings, the Subsidiary Guarantors and the Trustee is in all respects authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Original Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance has been authorized by resolutions of the Notes and all board of directors of the Surviving Entity. All acts and things requirements necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Surviving Entity, the Company, in accordance with its termsHoldings, the Subsidiary Guarantors and the Trustee and a valid supplement to the Original Indenture have been done done. Each party hereto agrees as follows for the benefit of each other party and performed.for the equal and ratable benefit of the Holders:

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered are parties to an Indenture, Indenture dated as of February 16September 30, 2012, 1993 (the “Base Indenture” and as amended supplemented by that certain Agreement of Resignation, Appointment and Acceptance, the First Supplemental Indenture dated as of March 12January 25, 2012, by and between 2007 (the Company“First Supplemental Indenture”), the TrusteeSecond Supplemental Indenture dated as of July 15, 2008 and American Stock Transfer & Trust Companythe Fourth Supplemental Indenture dated as of December 31, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture2017, the "“Indenture"”), relating to provide for the issuance by the Company from time to time by the Company of its Securities. Capitalized terms used herein, not otherwise defined, shall have the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided same meanings given them in the Indenture. The Effective March 31, 2020, the Company desires has changed its name from Arconic Inc. to issue and sell Howmet Aerospace Inc., by means of an amendment to its certificate of incorporation, as filed with the aggregate principal amount as listed in Exhibit B hereto Secretary of State of the Company's senior notes as described in Exhibit B attached hereto (the "Notes")State of Delaware on March 30, 2020. Sections 9.01(5) and 9.01(7Section 901(5) of the Base Indenture provide provides that a supplemental indenture may be entered into by the Company and the Trustee, without the consent of Holders of the Securities of any series issued under the Indenture, the CompanyHolders, when properly authorized by or pursuant a certified resolution adopted by the Board of Directors, to a Board Resolutionadd, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no in respect of one or more series of Securities, provided that such addition, change or elimination shall neither (i) apply to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that is and entitled to the benefit benefits of such provision and nor (ii) establish modify the form or terms rights of Securities the Holder of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires such Security with respect to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))such provision. The Company has duly authorized requested the Trustee to join with it in the execution and delivery of this Fifth Supplemental Indenture in order to supplement and amend the Indenture, solely with respect to Securities of series created on or after the date hereof, to: (1) amend the means by which notice to Holders of Securities may be given; (2) further amend the definition of “Event of Default”; (3) make certain changes with respect to reports by the Company; (4) decrease the number of days’ notice required to be provided to the Trustee in the event of the redemption of less than all the Securities of any series; (5) decrease the number of days’ notice required to be provided to Holders in the event of the redemption of the Securities of any series; and (6) to provide for that notice of redemption may be conditional. In no event will the issuance provisions of this Fifth Supplemental Indenture affect the interests of the Notes Holders of Securities of any series Outstanding prior to the date of execution of this Fifth Supplemental Indenture in any respect. The Company has determined that this Fifth Supplemental Indenture complies with said Section 901, does not affect the interests of the Holders of Securities Outstanding prior to the date of execution of this Fifth Supplemental Indenture and does not require the consent of any Holders. The Company represents and warrants that all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Trustee, in accordance with its termsthe terms of the Indenture, and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered are parties to an Indenture, Indenture dated as of February 16September 30, 2012, 1993 (the “Base Indenture” and as amended supplemented by that certain Agreement of Resignation, Appointment and Acceptance, the First Supplemental Indenture dated as of March 12January 25, 20122007, by the Second Supplemental Indenture dated as of July 15, 2008 and between the Fourth Supplemental Indenture dated as of December 31, 2017, the “Indenture”), governing securities including the Company, the Trustee, and American Stock Transfer & Trust Company, LLC ’s outstanding 5.40% Notes due 2021 (the "Base Indenture" and“Notes”). Capitalized terms used herein, as supplemented by one or more supplemental indenturesnot otherwise defined, including this Supplemental Indenture, shall have the "Indenture"), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided same meanings given them in the Indenture. The Company desires References herein to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) are to sections of the Base Indenture provide that without as previously amended by the consent supplemental indentures referenced in this paragraph to the extent applicable. Effective March 31, 2020, the Company has changed its name from Arconic Inc. to Howmet Aerospace Inc., by means of Holders an amendment to its certificate of incorporation, as filed with the Secretary of State of the Securities State of any series issued under Delaware, on March 30, 2020. Section 902 provides that a supplemental indenture may be entered into by the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at Trustee for the purpose of adding any time and from time provisions to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change changing in any manner or eliminate eliminating any of the provisions of the Indenture when there is no Security Outstanding or of modifying in any series created prior to manner the execution rights of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms Holders of Securities of any a series as permitted by Section 2.01 and Section 3.01 with the consent of not less than 50% in principal amount of the Base Indenturethen Outstanding Securities of the series affected by the supplemental indenture (the “Required Consents”). The Company desires has conducted a tender offer (the “Offer”) to establish the form and terms purchase for cash a portion of the Notes outstanding Notes, upon the terms and subject to modifythe conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated as of April 22, alter2020, supplement as amended or supplemented through the date hereof (the “Offer to Purchase and change certain provisions of Consent Solicitation Statement”). In connection with the Base Indenture for Offer and forming a part thereof, the benefit Company has solicited (the “Solicitation”) consents of the Holders of the Notes (except as may be provided in a future supplemental indenture to effect certain amendments to the Indenture ("Future as applicable to the Notes as described in the Offer to Purchase and Consent Solicitation Statement and set forth in this Sixth Supplemental Indenture")). Pursuant to the Solicitation, the Required Consents in respect of the Notes have been validly delivered and not validly revoked. The Company has duly authorized requested the Trustee to join with it in the execution and delivery of this Sixth Supplemental Indenture in order to provide for supplement and amend the issuance of Indenture and the Notes Securities solely with respect to the Notes. The Company has determined that this Sixth Supplemental Indenture complies with Section 902. The Company represents and warrants that all acts and things necessary to make this Sixth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Trustee, in accordance with its termsthe terms of the Indenture, and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March April 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $70,000,000 aggregate principal amount as listed (or up to $80,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 5.50% Notes due 2028 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of April 12, 2017 (the “First Supplemental Indenture”), and the Second Supplemental Indenture, dated as of April 3, 2019 (the “Second Supplemental Indenture”), each of which amended and supplemented the Base Indenture. Neither the First Supplemental Indenture nor the Second Supplemental Indenture is applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, Indenture dated as of March 1211, 2012, by 1998 (as amended and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenturesupplemented, the "Indenture"), to provide ) providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell Indenture has been supplemented by the aggregate principal amount First Supplemental Indenture, dated as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto March 11, 1998 (the "NotesFirst Supplemental Indenture"), providing for the issuance of the $250,000,000 7.150% Notes due March 1, 2003, the $750,000,000 7.375% Notes due March 1, 2005, and the $750,000,000 7.450% Notes due March 1, 2008 (collectively, the "Securities"). Sections 9.01(5) Each of the Additional Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and 9.01(7to provide therefor, each of the Additional Guarantors has duly authorized the execution and delivery of this Second Supplemental Indenture. Section 901(10) of the Base Indenture provide that provides that, without the consent of Holders of the Securities of any series issued under the IndentureHolders, the Company, when authorized by or pursuant to a Board Resolution, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change make any other provisions with respect to matters or eliminate questions arising under the Indenture, the Securities, or any Guarantee provided that such action shall not adversely affect the rights of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms Holders of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturein any material respect. The Company desires to establish and the form and terms of the Notes and to modifyGuarantors, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture pursuant to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution foregoing authority, propose in and delivery of by this Second Supplemental Indenture to provide for amend and supplement the issuance of Indenture in certain respects with respect to the Notes and all acts and Securities. All things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and each of the Guarantors, in accordance with its termsand a valid amendment of, and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indentureindenture, dated as of February 16October 20, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2021 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes notes, bonds or other evidences of indebtedness (the "“Debt Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $40,250,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.875% Notes due 2026 (the "“Notes"”). Sections 9.01(511.01(i) and 9.01(711.01(j) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture Base Indenture, provided, however, that any such change or elimination shall become effective only when there is no Debt Security Outstanding of any series created prior to the execution of a such supplemental indenture that which is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Debt Securities of any series as permitted by Section 2.01 2.02 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change or eliminate certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February April 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Third Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s debt securities evidencing its secured or unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to initially issue and sell the up to $50,000,000 aggregate principal amount as listed (or up to $57,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 5.95% Notes due 2026 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of April 16, 2018 (the “First Supplemental Indenture”), and the Second Supplemental Indenture, dated as of October 16, 2018 (the “Second Supplemental Indenture”), each of which supplemented the Base Indenture. Neither the First Supplemental Indenture nor the Second Supplemental Indenture is applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that that, without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a such supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of up to $[ ] aggregate principal amount at maturity of the Company's [ ]% Senior Discount Notes Due 2007 (the "Notes") issuable as provided in this Indenture. Pursuant to the terms of an Underwriting Agreement dated as of [ ], 1997 (the "Underwriting Agreement") between the Company and Xxxxxx Xxxxxxx & Co. Incorporated, as the manager for itself and the several other placement agents therein (the "Manager"), the Company has agreed to issue and sell [ ] Units (the "Units"), each Senior Discount Note Unit consisting of $[________] principal amount of the Notes and all acts one warrant (the "Warrant") to purchase initially [ ] shares of Common Stock, par value $.01 per share, of the Company (the "Common Stock"), issuable pursuant to the terms of a Warrant Agreement dated as of [________], 1997 (the "Warrant Agreement") between the Company and [ ], as the warrant agent (the "Warrant Agent") and [ ] Senior Note Units (the "Senior Note Units"), each Senior Note Unit consisting of $[________] principal amount of the [ ]% Senior Notes Due 2007 (the "Senior Notes") and one Warrant to purchase initially [ ] shares of Common Stock, issuable pursuant to the terms of the Warrant Agreement. All things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done, and the Company has done all things necessary to make the Notes, when executed by the Company and performedauthenticated and delivered by the Trustee hereunder and duly issued by the Company, the valid obligations of the Company as hereinafter provided. This Indenture is subject to, and shall be governed by, the provisions of the United States Trust Indenture Act of 1939, as amended, that are required to be a part of and to govern indentures qualified under the United States Trust Indenture Act of 1939, as amended. For and in consideration of the premises and the purchase of the Notes by the Holders thereof, it is mutually covenanted and agreed, for the equal and proportionate benefit of all Holders, as follows.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture” and, as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Companythis First Supplemental Indenture (collectively, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $400,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.000% Notes due 2019 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and The Bank of New York entered into an Indenture dated as of January 15, 1994 (herein called the Trustee executed “Indenture”), as amended and delivered an supplemented by the First Supplemental Indenture, dated as of February 16May 29, 20121998, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the CompanyCompany and The Bank of New York, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's its unsecured subordinated debentures, notes or other evidences of indebtedness (herein called the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue Company, The Bank of New York and sell the aggregate principal amount Trustee entered into an instrument of resignation, appointment and acceptance, dated as listed in Exhibit B hereto of February 16, 2005, whereby The Bank of New York resigned, and the Company's senior notes Trustee succeeded The Bank of New York, as described in Exhibit B attached hereto (the "Notes")trustee under the Indenture. Sections 9.01(5) and 9.01(7Section 901(5) of the Base Indenture provide that provides that, without the consent of the Holders of the Securities of any series issued under the Indentureor coupons, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental thereto, in form satisfactory to the Base Indenture Trustee, to (i) add to, change or eliminate any of the provisions of the this Indenture when there is no in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that is and entitled to the benefit of such provision and nor (ii) establish modify the form rights of the Holder of any such Security with respect to such provision or terms (B) shall become effective only when there is no such Security Outstanding. As of the date of this Second Supplemental Indenture, the Company has created a series of Securities, called “Subordinated Medium Term Notes, Series A” pursuant to Section 301 of the Indenture pursuant to an Officers’ Certificate, dated January 15, 1994, as amended pursuant to an Officers’ Certificate, dated May 29, 1998. Pursuant to the foregoing authority granted under Section 901(5) of the Indenture, the Company intends to amend the Indenture by this Second Supplemental Indenture in certain respects with respect to the Securities of all series of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturenot heretofore Outstanding. The entry into this Second Supplemental Indenture by the Company desires to establish and the form and terms of Trustee is in all respects authorized by the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and All things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, Company and the Trustee and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company has duly authorized the execution and the Trustee executed and delivered an Indenture, dated as delivery of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), Indenture to provide for the issuance by the Company from time to time of the Company's unsecured its subordinated debt securities consisting of debentures, notes or other unsecured evidences of indebtedness (hereinafter called the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue has heretofore executed and sell delivered an Indenture between the aggregate principal amount Company and the Trustee dated as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto May 1, 1987 (the "NotesOriginal Indenture") and supplements to the Original Indenture in the form of a First Supplemental Indenture, dated as of May 1, 1991 and a Second Supplemental Indenture, dated as of October 1, 1992 (such First and Second Supplemental Indentures, together with the Original Indenture, being referred to as the "Supplemented Indenture"). Sections 9.01(5) and 9.01(7Section 901(3) of the Base Original Indenture provide provides that a supplemental indenture may be entered into by the Company and the Trustee without the consent of any Holders of the Securities of any series issued under the Indenture, the Company, when authorized by to add to or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Original Indenture when there is no Security Outstanding to permit or facilitate the issuance of any series created prior to Securities in bearer form. Section 901(9) of the execution of Original Indenture provides, inter alia that a supplemental indenture that is entitled may be entered into by the Company and the Trustee without consent of any Holders of Securities to make provision with respect to matters or question arising under the benefit Original Indenture, provided such action shall not adversely affect the interests of such provision and (ii) establish the form or terms Holders of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturein any material respect. The Company desires deems it advisable to establish amend the form and terms Original Indenture pursuant to a Third Supplemental Indenture, dated as of September 1, 1993, the provisions of which shall be applicable only to Securities issued on or after September 1, 1993 (other than the provisions that reflect the requirements of the Notes Trust Indenture Act). Also as of September 1, 1993, the Company restates this Indenture pursuant to the terms and to modify, alter, supplement and change certain provisions of this Indenture as supplemented by such First, Second and Third Supplemental Indentures, each difference between the Base Supplemented Indenture for and the benefit of the Holders of the Notes (except Indenture as may be provided in a future supplemental indenture restated herein being pursuant to the Indenture ("Future terms and provisions of said Third Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and All things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and Xxxxx Fargo Bank, National Association (succeeded as trustee under the Trustee Indenture by Wilmington Trust Company pursuant to that certain Instrument of Resignation, Appointment and Acceptance dated June 11, 2009 between the Company, Wilmington Trust Company as successor trustee and Xxxxx Fargo Bank, National Association as resigning trustee), executed and delivered an Indenture, dated as of February 16April 26, 20122007 (the “Base Indenture”), as amended supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 19, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2007 (the "“First Supplemental Indenture”, together with the Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of $550,000,000 aggregate principal amount of the Company's unsecured debentures, notes or other evidences of indebtedness ’s 6.85% Senior Notes due 2012 (the "Securities"“Notes”). This Second Supplemental Indenture is being executed pursuant to the Company’s Confidential Out-of-Court Exchange Offering Memorandum and Solicitation of Consents and Disclosure Statement and Solicitation of Votes Related to an In-Court Standby Prepackaged Plan of Reorganization, dated May 3, 2010, as amended by (i) the Confidential Supplement No. 1 thereto, dated June 9, 2010 and (ii) the Confidential Supplement No. 2 thereto, dated June 15, 2010 (the “Offering Memorandum and Disclosure Statement”), to be issued in one or more series as provided in and the Indenture. The Company desires to issue related letter of transmittal and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). consent; Sections 9.01(5) and 9.01(7) 9.02 of the Base Indenture provide provides that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, Company and the Trustee, at any time and from time to time, Trustee may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding or modify in any manner the rights of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms Holders of Securities of any a series as permitted under the Indenture “with the written consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture”, subject to certain exceptions specified in Section 2.01 and Section 3.01 9.02 of the Base Indenture. ; The Company desires to establish the form and terms parties hereto are entering into this Second Supplemental Indenture to: (i) eliminate certain Events of Default contained in Section 5.01 of the Notes Indenture; (ii) eliminate conditions to mergers, consolidations and to modify, alter, supplement and change certain provisions sales of assets contained Section 8.01 of the Base Indenture; (iii) amend Section 8.02 of the Indenture; (iv) eliminate certain restrictive covenants contained in Article X of the Indenture; and (v) eliminate all references in the Indenture for or the benefit Securities to sections to be eliminated in accordance with the preceding clauses (i), (ii), (iii) and (iv) (collectively, the “Amendments”); The Amendments described in the preceding paragraph require the written consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture; The execution and delivery of this Second Supplemental Indenture and the adoption of the Amendments by the Company and the Trustee have been authorized by the written consent of the Holders of not less than a majority in principal amount of the Outstanding Notes (except as may be provided in a future supplemental indenture to of the date hereof; and The execution and delivery of this Second Supplemental Indenture ("Future Supplemental Indenture")). The by the Company has duly been authorized by a Board Resolution, and all acts, conditions and requirements necessary to make this Second Supplemental Indenture a valid and binding agreement in accordance with its terms and for the purposes herein set forth have been done and taken, and the execution and delivery of this Second Supplemental Indenture to provide for have been in all respects duly authorized; This Second Supplemental Indenture will be effective upon, and is subject to, the issuance consummation of the Notes Exchange Offers as defined in and all acts contemplated by the Offering Memorandum and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.Disclosure Statement;

RECITALS OF THE COMPANY. The Company and each of the Trustee initial Subsidiary Guarantors heretofore have made, executed and delivered to the Trustee an Indenture, Indenture dated as of February 16December 11, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1995 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Original Indenture"), ) to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness of the Company (herein called the "Securities"), to be issued in one or more series as provided in the Original Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (obligations under the "Notes"). Sections 9.01(5) Original Indenture and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under have been guaranteed by the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))Subsidiary Guarantors. The Company has duly authorized and issued a series of $150,000,000 aggregate principal amount of its 6 3/4% Senior Notes due December 15, 2005 as Securities pursuant to the Original Indenture. The Original Indenture, as supplemented and amended by the First Supplemental Indenture dated as of August 31, 1996 (the "First Supplemental Indenture"), the Second Supplemental Indenture dated as of October 11, 1996 (the "Second Supplemental Indenture"), the Third Supplemental Indenture dated as of April 23, 1997 (the "Third Supplemental Indenture"), the Fourth Supplemental Indenture dated as of June 30, 1997 (the "Fourth Supplemental Indenture"), the Fifth Supplemental Indenture dated as of September 30, 1997 (the "Fifth Supplemental Indenture"), the Sixth Supplemental Indenture dated as of January 5, 1998 (the "Sixth Supplemental Indenture") and this Seventh Supplemental Indenture, being sometimes referred to herein as the "Indenture". Section 901(13) of the Indenture provides that under certain conditions the Company and the Trustee may, without the consent of any Holders of Securities, from time to time and at any time, enter into an indenture or indentures supplemental thereto, for the purpose of permanently removing any definitions, references, provisions or sections relating to Subsidiary Guarantors or Subsidiary Guarantees at any time that all Additional Subsidiary Guarantors have been released pursuant to Section 1506 of the Indenture. The Company has determined that each of the Additional Subsidiary Guarantors has satisfied the conditions to release set forth in Section 1506 of the Indenture. Therefor, the Company has deemed it necessary and desirable to supplement and amend the Indenture in accordance with Section 901(13) of the Indenture to (i) permanently release all of the Subsidiary Guarantors and (ii) permanently delete all definitions, references, provisions and sections of the Indenture relating to Subsidiary Guarantors and Subsidiary Guarantees. In addition, Section 901(9) of the Indenture provides that under certain conditions the Company and the Trustee may, without the consent of any Holders of Securities, from time to time and at any time, enter into an indenture or indentures supplemental thereto, for the purpose, inter alia, of making certain provisions with respect to matters arising under the Indenture; provided that such action shall not adversely affect the interests of the Holders in any material respect. The Company has deemed it necessary and desirable to supplement and amend the Indenture in accordance with Section 901(9) to amend the definition of "Indenture" set forth in the Indenture to include restatements of the Indenture that cumulate the terms of supplemental indentures entered into pursuant to the Indenture. The Company has delivered to the Trustee (i) an Opinion of Counsel stating that the execution and delivery by the Company of this Seventh Supplemental Indenture is authorized and permitted by the Indenture and that this Seventh Supplemental Indenture has been duly authorized and executed by the Company and (ii) an Officers' Certificate to provide for the issuance effect that each Additional Subsidiary Guarantor has satisfied the conditions to release set forth in Section 1506 of the Notes and all acts and Indenture. All things necessary to make this Seventh Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute Indenture a valid agreement of the Company, in accordance with its terms, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an have entered into the Original Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of its 8.375% Senior Subordinated Notes due 2020 (the “Securities”). The Company and the Trustee have entered into the First Supplemental Indenture, dated as of December 1, 2010, providing for additional guarantees by certain Subsidiary Guarantors of the Company's unsecured debentures, notes or other evidences of indebtedness (’s obligations under the "Securities"), to be issued in one or more series as provided in the Original Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Surviving Entity have entered into an Agreement and Plan of Merger, dated April 30, 2012, which contemplates the filing of a certificate of merger with the Secretary of State of the Company's senior notes as described in Exhibit B attached hereto State of Delaware providing for the merger (the "Notes"). Sections 9.01(5) and 9.01(7“Merger”) of the Base Company with and into the Surviving Entity, with the Surviving Entity continuing its corporate existence under the laws of the State of Delaware as the surviving company of the Merger. Pursuant to Section 8.01 of the Original Indenture, the Company may merge with and into another Person, provided that, among other things, (i) the Person formed by any merger with and into the Company (if other than the Company) expressly assumes by a supplemental indenture executed and delivered to the Trustee all the obligations of the Company under the Indenture provide that and the Securities and (ii) the Indenture, as so supplemented, and the Securities remain in full force and effect. Pursuant to Section 9.01 of the Original Indenture, the Indenture and the Securities may be amended or supplemented without the consent of Holders any Holder to provide for the assumption of the Securities Company’s obligations to Holders in the case of any series issued under a merger consummated pursuant to Article VIII of the Indenture. Pursuant to Section 9.01 of the Original Indenture, the Company, when Holdings, the Subsidiary Guarantors and the Trustee may make such amendment, waiver or supplement so long as such amendment, waiver or supplement does not adversely affect the rights of Holders, subject to the fulfillment of certain other conditions set forth therein. The amendments contained herein do not adversely affect the rights of Holders. The Surviving Entity, the Company, Holdings, the Subsidiary Guarantors and the Trustee wish to supplement the Original Indenture so that the Surviving Entity expressly assumes all the obligations of the Company under the Original Indenture and the Securities. The Surviving Entity desires and has requested that the Trustee join in the execution of this Second Supplemental Indenture for the purpose of evidencing such assumption by the Surviving Entity. The entry into this Second Supplemental Indenture by the Surviving Entity, the Company, Holdings, the Subsidiary Guarantors and the Trustee is in all respects authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Original Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance has been authorized by resolutions of the Notes and all board of directors of the Surviving Entity. All acts and things requirements necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Surviving Entity, the Company, in accordance with its termsHoldings, the Subsidiary Guarantors and the Trustee and a valid supplement to the Original Indenture have been done done. Each party hereto agrees as follows for the benefit of each other party and performed.for the equal and ratable benefit of the Holders:

RECITALS OF THE COMPANY. The Company and the Trustee Guarantors party thereto have executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between to the Company, Trustee the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide Indenture providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in of the IndentureCompany’s senior unsecured debt securities. The Company desires and the Guarantors party thereto have heretofore executed and delivered to issue the Trustee the Seventh Supplemental Indenture providing for the issuance and sell the terms of a series of Securities designated as the Company’s 4.872% Senior Notes due 2029 (the “Notes”), initially in the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto $550,000,000 (the "“Existing Notes"”). Sections 9.01(5) and 9.01(7) ; On the date hereof the Company intends to issue an aggregate principal amount of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders $125,000,000 of the Notes (except as may the “Additional Notes”), which shall be provided in a future supplemental indenture to Additional Notes under the Indenture ("Future Supplemental Indenture")). ; The Company has duly authorized the execution and delivery of this Eighth Supplemental Indenture and the Additional Notes to be issued, as provided in the Indenture; Each Guarantor has duly authorized its Guarantee of the Additional Notes (the “Additional Guarantee”) and to provide therefor each Guarantor has duly authorized the execution and delivery of this Eighth Supplemental Indenture; The Existing Notes and the Additional Notes will be treated as a single series of Notes for all purposes of the Indenture (as supplemented by this Eighth Supplemental Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase); Pursuant to Sections 201, 301 and 901 of the Indenture, the Company, the Guarantors and the Trustee are authorized to execute and deliver this Eighth Supplemental Indenture to provide for the issuance of the Notes Additional Notes; The Company has complied with all conditions precedent provided for in the Indenture relating to this Eighth Supplemental Indenture; The Company has requested that the Trustee execute and all acts and things necessary to make deliver this Eighth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performedIndenture.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February January 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2020 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fifth Supplemental Indenture, collectively, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $115,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 7.875% Notes due 2029 (the "“Notes"”). Sections 9.01(5The Company previously entered into the First Supplemental Indenture, dated as of January 16, 2020 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of December 11, 2020 (the “Second Supplemental Indenture”), the Third Supplemental Indenture, dated as of August 24, 2021 (the “Third Supplemental Indenture”) and 9.01(7the Fourth Supplemental Indenture, dated as of December 15, 2021 (the “Fourth Supplemental Indenture”), which supplemented the Base Indenture. None of the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture or the Fourth Supplemental Indenture are applicable to the Notes. Sections 9.01(iv) and 9.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fifth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, the "Third Supplemental Indenture", dated as of April 30, 2015, and this Fourth Supplemental Indenture (the Fourth Supplemental Indenture together with the Base Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $400,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.625% Notes due 2024 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, and this Third Supplemental Indenture (the "Third Supplemental Indenture together with the Base Indenture", the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $275,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.750% Notes due 2022 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Third Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16August 9, 20122016 (the “Base Indenture” and, as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptance, the First Supplemental Indenture dated as of March 12August 9, 2012, by 2016 and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $[●] in aggregate principal amount as listed (or up to $[●] in Exhibit B hereto aggregate principal amount if the purchasing agent’s option to purchase additional Notes is exercised in full) of the Company's senior notes as described in Exhibit B attached hereto ’s [●]% Notes due 20[●] (the "“Notes"”). Sections 9.01(5901(5) and 9.01(7901(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture applicable to the Notes ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and amendment of certain provisions of the Base Indenture as herein provided and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February March 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2021 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $87,000,000 aggregate principal amount as listed (or up to $100,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.75% Notes due 2031 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered have entered into an Indenture, Indenture dated as of February 16January 15, 20121994 (herein called the “Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptance, the First Supplemental Indenture dated as of March 12May 29, 20121998, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's its unsecured subordinated debentures, notes or other evidences of indebtedness (herein called the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7Section 901(5) of the Base Indenture provide that provides that, without the consent of the Holders of the Securities of any series issued under the Indentureor coupons, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental thereto, in form satisfactory to the Base Indenture Trustee, to (i) add to, change or eliminate any of the provisions of the this Indenture when there is no in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security Outstanding of any series created prior to the execution of a such supplemental indenture that is and entitled to the benefit of such provision and nor (ii) establish modify the form rights of the Holder of any such Security with respect to such provision or terms (B) shall become effective only when there is no such Security Outstanding. As of the date of this Second Supplemental Indenture, the Company has created a series of Securities, called “Subordinated Medium Term Notes, Series A” pursuant to Section 301 of the Indenture pursuant to an Officers’ Certificate, dated January 15, 1994, as amended pursuant to an Officers’ Certificate dated May 29, 1998. Pursuant to the foregoing authority granted under Section 901(5) of the Indenture, the Company intends to amend the Indenture by this Second Supplemental Indenture in certain respects with respect to the Securities of all series of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenturenot heretofore Outstanding. The entry into this Second Supplemental Indenture by the Company desires to establish and the form and terms of Trustee is in all respects authorized by the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and All things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, Company and the Trustee and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and each of the Trustee Initial Subsidiary Guarantors heretofore have made, executed and delivered to the Trustee an Indenture, Indenture dated as of February 16December 11, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1995 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Original Indenture"), ) to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness of the Company (herein called the "Securities"), to be issued in one or more series as provided in the Original Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (obligations under the "Notes"). Sections 9.01(5) Original Indenture and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under are guaranteed by the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))Subsidiary Guarantors. The Company has duly authorized and issued a series of $150,000,000 of its 6 3/4% Senior Notes due December 15, 2005 as Securities pursuant to the execution Original Indenture. The Company has entered into a Combination Agreement and delivery Plan of this Supplemental Indenture to provide Merger, dated as of May 22, 1996 (the "Combination Agreement") with Chevron U.S.A. Inc., a Pennsylvania corporation ("Chevron"), and New NGC, providing for the issuance contribution of certain assets by Chevron to New NGC in exchange for capital stock of New NGC and other consideration and, immediately thereafter, the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation merger of the Company with and into New NGC (the "Merger") pursuant to constitute which New NGC will be the surviving corporation, will be renamed "NGC Corporation" and will assume the Company's liabilities and obligations under the Securities. In connection with the consummation of the Merger and the Combination Agreement, (i) Xxxxxx Petroleum Company, Limited Partnership, a valid agreement newly created Delaware limited partnership ("Xxxxxx Petroleum"), (ii) WPC LP, Inc., a newly created Delaware corporation ("WPC"), and (iii) WTLPS, Inc., a newly created Delaware corporation ("WTLPS"), will each become a subsidiary of New NGC and will each become a guarantor of certain Funded Indebtedness of the Company, . Section 802 of the Original Indenture provides that upon any merger of the Company into any other Person in accordance with its termsSection 801 of the Original Indenture, have the successor Person into which the Company is merged shall succeed to, and be substituted for, and may exercise every right and power of, the Company under the Original Indenture with the same effect as if such successor Person had been done and performednamed as the Company therein.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, the "Third Supplemental Indenture", dated as of April 30, 2015, the Fourth Supplemental Indenture, dated as of July 15, 2019, the Fifth Supplemental Indenture, dated November 20, 2019, and this Sixth Supplemental Indenture (the Sixth Supplemental Indenture together with the Base Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $250,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 8.625% Notes due 2025 (the "“Notes"”). The Notes will be distributed initially only to (i) persons reasonably believed to be QIBs in reliance on Rule 144A and (ii) Non-U.S. Persons in reliance on Regulation S, as such terms are defined herein. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Sixth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Sixth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, the "Third Supplemental Indenture", dated as of April 30, 2015, the Fourth Supplemental Indenture, dated as of July 15, 2019, the Fifth Supplemental Indenture, dated as of November 20, 2019, the Sixth Supplemental Indenture, dated as of April 30, 2020, the Seventh Supplemental Indenture, dated as of December 10, 2020 and this Eighth Supplemental Indenture (the “Eighth Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $400,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 2.625% Notes due 2027 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Eighth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Eighth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February June 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2014 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s debt securities evidencing its secured or unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to has duly authorized the creation, issue and sell the sale of (a) $50,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described ’s 5.25% Notes due 2026 issued in the form of Exhibit B attached hereto A (the "“Initial Notes"”) and (b) if and when issued as provided in the Registration Rights Agreement in a Registered Exchange Offer in exchange for any Initial Notes or otherwise registered under the Securities Act and issued in the form of Exhibit A, the Company’s 5.25% Notes due 2026 (the “Exchange Notes” and, together with the Initial Notes and any Additional Notes, the “Notes”). The Initial Notes, the Exchange Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase. The Notes will be distributed only in transactions that are exempt from registration under the Securities Act and the securities laws of any other applicable jurisdiction and be subject transfer restrictions enumerated herein. The Company previously entered into the First Supplemental Indenture, dated as of June 16, 2014 (the “First Supplemental Indenture”), the Second Supplemental Indenture, dated as of May 16, 2017 (the “Second Supplemental Indenture”), and the Third Supplemental Indenture, dated as of May 26, 2017 (the “Third Supplemental Indenture”), each of which supplemented the Base Indenture. None of the First Supplemental Indenture, the Second Supplemental Indenture or Third Supplemental Indenture is applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that that, without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a such supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide between the Company, the Guarantors and Firstar Bank, N.A., as Trustee, as supplemented by the First Supplemental Indenture dated June 25, 1999, the Second Supplemental Indenture dated June 25, 1999, the Third Supplemental Indenture dated June 25, 1999, the Fourth Supplemental Indenture dated September 22, 1999, the Fifth Supplemental Indenture dated September 22, 1999, the Sixth Supplemental Indenture dated September 22, 1999, the Seventh Supplemental Indenture dated February 11, 2000, the Eighth Supplemental Indenture dated February 11, 2000, the Ninth Supplemental Indenture dated August 21, 2000 and the Tenth Supplemental Indenture dated May 11, 2001, providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Eleventh Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Eleventh Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Eleventh Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base “Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"”), to provide providing for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "“Securities"”), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Twenty-Third Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Twenty-Third Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Twenty-Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Sixth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $34,500,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 8.50% Notes due 2029 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and and/or (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Sixth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Sixth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee Guarantors have previously executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment to the Trustee the Base Indenture and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company of a series of debt securities designated as the “4.000% Senior Notes due 2024” (the “Notes”); The guarantees of each of the Partnership, Ares Holdings Inc., Ares Domestic Holdings Inc. and Ares Real Estate Holdings LLC under the Sixth Amended and Restated Credit Agreement, as amended, among Ares Holdings L.P., Ares Investments L.P., Ares Domestic Holdings L.P. and Ares Real Estate Holdings L.P., the guarantors from time to time party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as agent, have been released in accordance with the terms thereof effective as of August 5, 2015; As a result of the Company's unsecured debenturesforegoing, notes or other evidences pursuant to Section 1410(2) of indebtedness (the "Securities")Base Indenture, to be issued in one or more series as provided in the guarantees of the Notes by each such guarantor have terminated and such guarantors have been automatically and unconditionally released and discharged from all obligations under the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7; Section 901(1) of the Base Indenture provide provides that without the consent Company, the Guarantors and the Trustee may enter into indentures supplemental to the Base Indenture to, among other things, add to the covenants for the benefit of Holders of the Securities Notes or to surrender any right or power conferred upon the Company or any Guarantor; The Company desires to amend Section 6.3 of any series issued under the Indenture, First Supplemental Indenture as set forth herein pursuant to the provisions of Section 901(1) of the Base Indenture set forth above; Section 901(4) of the Base Indenture provides that the Company, when authorized by or pursuant to a Board Resolution, the Guarantors and the Trustee, at any time and from time to time, Trustee may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior add new Guarantors; Pursuant to the execution of a supplemental indenture that is entitled to the benefit of such provision Sections 901(4), 1402 and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 1413 of the Base Indenture. , the Company and the Guarantors desire to cause each of Ares Offshore Holdings L.P. and Ares Finance Co. II LLC, each a New Ares Group Entity, to become a Guarantor of the Notes as set forth herein; Section 901(13) of the Base Indenture provides that the Company, the Guarantors and the Trustee may enter into indentures supplemental to the Base Indenture to cure any ambiguity, or correct any provision of the Indenture that may be defective or inconsistent with any other provision of the Indenture provided that such amendment does not adversely affect the rights of Holders of the Notes in any material respect; The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions amend Section 1413 of the Base Indenture for as set forth herein pursuant to the benefit provisions of Section 901(13) of the Holders Base Indenture set forth above; Section 901(15) of the Notes (except as Base Indenture provides that the Company, the Guarantors and the Trustee may be provided in a future enter into indentures supplemental indenture to the Base Indenture ("Future Supplemental to conform the text of the Indenture to any provision of the “Description of the Notes” of the offering memorandum relating to the Notes; and The Company desires to amend Section 101 of the Base Indenture as set forth herein pursuant to the provisions of Section 901(15) of the Base Indenture set forth above. All capitalized terms used herein and not otherwise defined below shall have the meanings assigned to such terms in the Indenture")). The Company and each Guarantor has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performedFirst Amendment.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16July 14, 20122014 (the “Base Indenture”), as amended and supplemented by that certain Agreement of Resignation, Appointment and Acceptancethe First Supplemental Indenture, dated as of March 12July 14, 2012, by and between the Company2014, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, dated as of December 3, 2014, the "Third Supplemental Indenture", dated as of April 30, 2015, the Fourth Supplemental Indenture, dated as of July 15, 2019, and this Fifth Supplemental Indenture (the Fifth Supplemental Indenture together with the Base Indenture, the “Indenture”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to issue and sell the $425,000,000 aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s 4.125% Notes due 2025 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the IndentureBase Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto), the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Base Indenture (as supplemented or amended from time to time by one or more indentures supplemental thereto) when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except subject to amendment as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fifth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fifth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March April 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $42,500,000 aggregate principal amount as listed (or up to $48,875,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.25% Notes due 2026 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of April 12, 2017 (the “First Supplemental Indenture”), which amended and supplemented the Base Indenture. The First Supplemental Indenture is not applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February April 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2018 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Fourth Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s debt securities evidencing its secured or unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Base Indenture. The Company desires to initially issue and sell the up to $25,000,000 aggregate principal amount as listed (or up to $28,750,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 6.25% Notes due 2023 (the "“Notes"”). The Company previously entered into the First Supplemental Indenture, dated as of April 16, 2018 (the “First Supplemental Indenture”), and the Second Supplemental Indenture, dated as of October 16, 2018 (the “Second Supplemental Indenture”), and the Third Supplemental Indenture, dated as of October 15, 2019 (the “Third Supplemental Indenture”), each of which supplemented the Base Indenture. Neither the First Supplemental Indenture nor the Second Supplemental Indenture nor the Third Supplemental Indenture is applicable to the Notes. Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that that, without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a such supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Fourth Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16September 18, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2017 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this Second Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the up to $ aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto ’s % Notes due 2024 (the "“Notes"”). Sections 9.01(5901(4) and 9.01(7901(6) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a the supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("“Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this Second Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February January 16, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2020 (the "“Base Indenture" ” and, as supplemented by one or more supplemental indentures, including this First Supplemental Indenture, collectively, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's ’s unsecured debentures, notes or other evidences of indebtedness (the "“Securities"”), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the $105,000,000 aggregate principal amount as listed (or up to $125,000,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in Exhibit B hereto full) of the Company's senior notes as described in Exhibit B attached hereto ’s 7.000% Notes due 2025 (the "“Notes"”). Sections 9.01(59.01(iv) and 9.01(79.01(vi) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("each, a “Future Supplemental Indenture"”)). The Company has duly authorized the execution and delivery of this First Supplemental Indenture to provide for the issuance of the Notes and all acts and things necessary to make this First Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performed.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered an to the Trustee a certain Indenture, dated as of February 16April 28, 20121995, as supplemented and amended by that certain Agreement of Resignation, Appointment and AcceptanceFirst Supplemental Indenture, dated as of March 12August 11, 2012, by 1995 (such Indenture as so supplemented and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indentureamended, the "Indenture"), pursuant to provide for the issuance by which the Company from time to time issued $145,000,000 aggregate principal amount of the Company's unsecured debentures, notes or other evidences of indebtedness its 13% Senior Notes due 2000 (the "Securities"), . All terms used in this Second Supplemental Indenture that are defined in the Indenture shall have the meanings assigned to be issued in one or more series as provided them in the Indenture. The Company desires Sections 2.09 and 9.02 of the Indenture provide that, subject to issue and sell certain exceptions, the aggregate Indenture may be amended or supplemented with the consent of at least a majority in principal amount as listed of the Securities then outstanding, other than Securities owned by the Company or any Affiliate of the Company (including consents obtained in Exhibit B hereto connection with a tender offer or exchange offer for Securities). The Board of Directors of the Company's senior notes , by Written Action effective as described of January 17, 1997, authorized (i)the solicitation, in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of connection with a tender offer to purchase all the Securities for cash, of any series issued under the Indenture, the Company, when authorized by or pursuant consents to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental certain proposed amendments to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit purpose of eliminating certain of the Holders covenants contained in the Indenture and (ii)the execution and delivery of this Second Supplemental Indenture upon receipt of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture"))necessary consents. The Company has duly authorized received the necessary consents and desires and has requested that the Trustee join with it in the execution and delivery of this Second Supplemental Indenture. In accordance with Sections 9.02 and 9.06 of the Indenture, the Company has furnished the Trustee with (i)copies of the Written Action of the Board of Directors of the Company authorizing the execution of this Second Supplemental Indenture, certified by the Secretary of the Company, and (ii)an Officer's Certificate and an Opinion of Counsel as conclusive evidence that this Second Supplemental Indenture to provide for is authorized or permitted by the issuance of Indenture, that it is not inconsistent therewith and that it will be valid and binding upon the Notes and all acts and Company in accordance with its terms. All things have been done that are necessary to make this Second Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done Company and performedthe Trustee and a valid amendment of and supplement to the Indenture.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide between the Company, the Guarantors and Firstar Bank, National Association, as Trustee, as supplemented by the First Supplemental Indenture dated June 25, 1999, the Second Supplemental Indenture dated June 25, 1999, the Third Supplemental Indenture dated June 25, 1999, the Fourth Supplemental Indenture dated September 22, 1999, the Fifth Supplemental Indenture dated September 22, 1999, the Sixth Supplemental Indenture dated September 22, 1999 and the Seventh Supplemental Indenture dated February 11, 2000, providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Each of the Notes Guarantors has duly authorized the issuance of a guarantee of the Securities, as set forth herein, and to modifyprovide therefor, alter, supplement and change certain provisions each of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Eighth Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Eighth Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Eighth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee executed and delivered an Indenture, dated as of February 16January 28, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 2011 (the "“Base Indenture" and, as supplemented by one or more supplemental indentures, including ,” and together with this Supplemental Indenture, the "“Indenture"”), to provide for the issuance by the Company from time to time of the Company's unsecured debentures, notes or other evidences of indebtedness (the "Securities"), securities to be issued in one or more series as provided in the Base Indenture. ; The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Notes"). Sections 9.01(5) and 9.01(7) execute this Supplemental Indenture pursuant to Section 3.11 of the Base Indenture to provide that without for the consent of Holders of the Securities of any series issued under the Indentureissuance, the Company, when authorized by or and pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to Section 3.01 of the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or of a series of its notes designated as its 5.625% Senior Notes due 2028 issued on the date hereof (the “Notes”), in an initial aggregate principal amount of $400,000,000; This Supplemental Indenture restates in its entirety the terms of Securities of any series the Base Indenture as permitted supplemented by Section 2.01 this Supplemental Indenture and Section 3.01 does not incorporate the terms of the Base Indenture. The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and shall only govern the terms of, the Notes, except as otherwise provided herein, and shall not apply to any other securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other securities specifically incorporates such changes, modifications and supplements; The Company desires has delivered to establish the form Trustee an Opinion of Counsel and terms of the Notes an Officer’s Certificate pursuant to Sections 1.02 and to modify, alter, supplement and change certain provisions 9.03 of the Base Indenture for to the benefit effect that the execution and delivery of the Holders of Supplemental Indenture is authorized or permitted under the Notes (except as may be Base Indenture and that all conditions precedent provided for in a future supplemental indenture the Base Indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide be complied with by the Company have been complied with; The Company has requested that the Trustee execute and deliver this Supplemental Indenture; The Indenture is subject to the provisions of the Trust Indenture Act that are deemed to be incorporated into the Indenture and shall, to the extent applicable, be governed by such provisions; All necessary acts and things have been done to make (i) the Notes, when duly issued and executed by the Company and authenticated and delivered hereunder, the legal, valid and binding obligations of the Company and (ii) this Supplemental Indenture a legal, valid and binding agreement of the Company in accordance with the terms of this Supplemental Indenture; and The Company has received good and valuable consideration for the execution and delivery of this Supplemental Indenture, and the Company will derive substantial direct and indirect benefits from the issuance of the Notes and all acts and things necessary to make this Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its terms, have been done and performedNotes.

RECITALS OF THE COMPANY. The Company and Pursuant to the Trustee executed and delivered an Third Supplemental Indenture, dated as of February 16November 3, 20122000 between Painx Xxxbxx Xxxup Inc. ("PaineWebber") and the Company, as amended by that certain Agreement the Company succeeded to the obligations of Resignation, Appointment and AcceptancePaineWebber under the Indenture, dated as of March 1215, 20121988, by between PaineWebber and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC (the "Base Indenture" and, as supplemented by one or more supplemental indenturesthe First Supplemental Indenture dated as of September 22, including this 1989, and the Second Supplemental IndentureIndenture dated as of March 22, 1991 (as amended by such Supplemental Indentures, the "Senior Indenture"), pursuant to provide for the issuance by the Company from time to time of the Company's which PaineWebber issued its outstanding unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in the Indenture. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto of the Company's senior notes as described in Exhibit B attached hereto (the "Outstanding Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders of the Securities of any series issued under the Indenture, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish the form or terms of Securities of any series as permitted by Section 2.01 and Section 3.01 of the Base Indenture. The Company desires to establish the form and terms of the Notes and to modify, alter, supplement and change certain provisions of the Base Indenture for the benefit of the Holders of the Notes (except as may be provided in a future supplemental indenture to the Indenture ("Future Supplemental Indenture")). The Company has duly requested the Trustee and the Guarantor to join with it in the execution and delivery of this fourth supplemental indenture (the "Fourth Supplemental Indenture") in order to supplement and amend the Senior Indenture, by amending and adding certain provisions thereof, to permit the Company to accept the guarantee of the Guarantor of certain of the Company's obligations. The Company is a wholly owned subsidiary of the Guarantor, and the Guarantor wishes to guarantee the Company's obligations pursuant to the Senior Indenture and the Outstanding Notes. The Company has authorized the execution and delivery of this Fourth Supplemental Indenture to provide for by a Board Resolution, as defined in the issuance Senior Indenture. The Guarantor has authorized the execution and delivery of this Fourth Supplemental Indenture by a Board Resolution, as defined in the Senior Indenture. The Guarantor has authorized the execution and delivery of this Fourth Supplemental Indenture by a 3 resolution of or under the authority of its board of directors. Section 901 of the Senior Indenture provides that a supplemental indenture may be entered into by the Company and the Trustee, without the consent of any Holders of the Outstanding Notes, to make any provisions with respect to matters or questions arising under the Senior Indenture, provided such action does not adversely affect the interests of the Holders of Outstanding Notes of any series in any material respect. The Company has determined that the execution and all acts delivery of this Fourth Supplemental Indenture by the Company, the Guarantor and things the Trustee complies with said Section 901 and does not require the consent of any Holder of the Outstanding Notes. At the request of the Trustee, the Company has furnished the Trustee with an Opinion of Counsel complying with the requirements of Section 903 of the Senior Indenture, stating, among other things, that the execution of this Fourth Supplemental Indenture is authorized or permitted by the Senior Indenture, and an Officers' Certificate and Opinion of Counsel complying with the requirements of Section 102 of the Senior Indenture, and has delivered to the Trustee a Board Resolution as required by Section 901 of the Senior Indenture authorizing the execution by the Company of this Fourth Supplemental Indenture and its delivery by the Company to the Trustee. All conditions and requirements necessary to make this Fourth Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the Company, in accordance with its termsthe terms of the Senior Indenture, and a valid amendment of and supplement to the Indenture have been done and performeddone.

RECITALS OF THE COMPANY. The Company and the Trustee has heretofore executed and delivered to the Trustee an Indenture, Indenture dated as of February 16June 25, 2012, as amended by that certain Agreement of Resignation, Appointment and Acceptance, dated as of March 12, 2012, by and between the Company, the Trustee, and American Stock Transfer & Trust Company, LLC 1999 (the "Base Indenture" and, as supplemented by one or more supplemental indentures, including this Supplemental Indenture, the "Indenture"), to provide providing for the issuance by the Company from time to time of the Company's unsecured debentures, notes securities or other evidences of indebtedness (herein and therein called the "Securities"), to be issued in one or more series as provided in the IndentureIndenture provided. The Company desires to issue and sell the aggregate principal amount as listed in Exhibit B hereto Section 201 of the Company's senior notes as described in Exhibit B attached hereto (Indenture permits the "Notes"). Sections 9.01(5) and 9.01(7) of the Base Indenture provide that without the consent of Holders form of the Securities of any series issued under to be established pursuant to an indenture supplemental to the Indenture. Section 301 of the Indenture permits the terms of the Securities of any series to be established in an indenture supplemental to the Indenture. Section 901(7) of the Indenture provides that, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental to the Base Indenture to (i) change or eliminate any for the purpose of the provisions of the Indenture when there is no Security Outstanding of any series created prior to the execution of a supplemental indenture that is entitled to the benefit of such provision and (ii) establish establishing the form or terms of Securities of any series as permitted by Section 2.01 Sections 201 and Section 3.01 301 of the Base Indenture. The Company desires to establish the form and terms Section 901(9) of the Notes Indenture provides that, without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to modifytime, altermay enter into one or more indentures supplemental to the Indenture to make any other provisions with respect to matters or questions arising under the Indenture, supplement and change certain provisions of provided that such action shall not adversely affect the Base Indenture for the benefit interests of the Holders of Securities of any series in any material respect. Each of the Notes (except Guarantors has duly authorized the issuance of a guarantee of the Securities, as may be provided in a future supplemental indenture set forth herein, and to provide therefor, each of the Indenture ("Future Supplemental Indenture")). The Company Guarantors has duly authorized the execution and delivery of this Third Supplemental Indenture. The Company and the Guarantors, pursuant to the foregoing authority, propose in and by this Third Supplemental Indenture to provide for establish the issuance terms and form of the Notes Securities of a new series and all acts to amend and supplement the Indenture in certain respects with respect to the Securities of such series. All things necessary to make this Third Supplemental Indenture a valid, binding, and legal obligation of the Company and to constitute a valid agreement of the CompanyCompany and the Guarantors, in accordance with its termsand a valid amendment of and supplement to the Indenture, have been done and performeddone.