Common use of Releases Clause in Contracts

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with The Guaranteeing Subsidiary will be released and relived of any sale of assets obligations under its Subsidiary Guarantee, the Indenture, the Notes and the Registration Rights Agreement (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that i) in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of the Guaranteeing Subsidiary (including by way of merger, consolidation or otherwise) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved a Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleIssuer, the Net Proceeds from such (ii) a sale or other disposition are treated in accordance with the provisions of Section 4.10 all of the IndentureCapital Stock of the Guaranteeing Subsidiary, in each case, to a Person that is not (either before or after giving effect to such transactions) a Subsidiary of the Issuer, (iii) upon Legal Defeasance or Covenant Defeasance of the Notes pursuant to Article Eight of the Indenture or (iv) if the Guaranteeing Subsidiary is released from its guarantees under all Credit Facilities of the Issuer or another Guarantor (including as a result of such Credit Facilities ceasing to be outstanding). Upon delivery by the Company Issuer to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 Indenture with respect to the release of the Indenturesuch Guaranteeing Subsidiary have been satisfied, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided hereinin Article 10 of the Indenture. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Nothing contained in the Indenture or in accordance with, and subject to, Section 4.18 any of the IndentureNotes shall prevent any consolidation or merger of a Guarantor with or into an Issuer (in which case such Guarantor shall no longer be a Guarantor) or another Guarantor or shall prevent any sale or conveyance of the property of a Guarantor as an entirety or substantially as an entirety to an Issuer or another Guarantor.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock The Subsidiary Guarantee of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby Subsidiary Guarantor shall be released; provided that : (i) in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance connection with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation), if the Issuer that directly or indirectly owns such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, Guarantor applies the Net Proceeds from of such sale or other disposition are treated disposition, in accordance with the applicable provisions of Section 4.10 of the Indenture; (ii) in connection with the sale of all of the capital stock of a Subsidiary Guarantor, if the Issuer that directly or indirectly owns such Subsidiary Guarantor applies the Net Proceeds of that sale, in accordance with the applicable provisions of the Indenture; (iii) in connection with any transaction which results in a Subsidiary Guarantor ceasing to be a Restricted Subsidiary of an Issuer, if the transaction is not in violation of the applicable provisions of the Indenture; (iv) if an Issuer designates any Restricted Subsidiary of such Issuer that is a Subsidiary Guarantor as an Unrestricted Subsidiary, in accordance with the applicable provisions of the Indenture; or (v) if a Subsidiary Guarantor has no outstanding Indebtedness after giving effect to such release other than pursuant to clause (2), (4), (5), (6) (with respect to Permitted Refinancing Indebtedness in respect of Indebtedness initially incurred under clause (2) or (5) only), (7), (10), (11), (12), (13), (14) or (15) of Section 4.09 of the Indenture or pursuant to clause (9) of Section 4.09 of the Indenture (with respect to Indebtedness incurred under any of the foregoing clauses) and an Officers’ Certificate certifying the foregoing is presented to the Trustee together with a request to release such Subsidiary Guarantor from its Subsidiary Guarantee. Upon delivery by the Company Issuers to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Issuers in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released Guarantor from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Any Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 11 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Salea sale (including by way of merger, the Net Proceeds from such sale amalgamation or other disposition are treated consolidation in accordance compliance with the provisions of Section 4.10 5.01 of the Indenture. If ) of all the assets sold in such sale or other disposition include all or substantially all capital stock of the assets of a Guaranteeing Subsidiary to a Person that is not (either before or all of after giving effect to such transaction) the Capital Stock of Company or a Guaranteeing Subsidiary, Restricted Subsidiary then the Guaranteeing Subsidiary (in the event of a sale or other disposition disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock capital stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee; provided provided, that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance complies with the provisions of Section 4.10 of the Indenture. Further, if the Company redesignates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with Section 4.17 of the Indenture then the Guaranteeing Subsidiary will be released and relieved of any obligations under this Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guarantee. (b) The Guaranteeing Subsidiary is not released from its obligations under its this Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such the Guaranteeing Subsidiary under the Indenture as provided in this Supplemental IndentureArticle 10 thereof. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If, in connection with any sale of assets (including, if applicable, all the exercise of the Controlling Collateral Agent’s remedies in respect of the Shared Collateral provided for in Section 3.1, or, during the continuance any matured “event of default” under the Working Capital Stock Facility Documents, in connection with a Disposition in lieu of a Guaranteeing Subsidiary)foreclosure or other exercise of remedies on any of Shared Collateral by any Obligor at the written direction, or with the approval, of the Controlling Collateral Agent or the Controlling Collateral Agent for itself or on behalf of any of the Controlling Secured Parties, the Controlling Collateral Agent releases any of its Liens on any part of the Shared Collateral, then all Liens, if any, Liens on such Shared Collateral in favor of the Trustee in the assets sold thereby any Secured Party (other than any such Liens on Proceeds, which shall continue notwithstanding such release) shall be automatically, unconditionally and simultaneously released; , provided that in the event Proceeds of an Asset Sale, such Shared Collateral are applied to repay the Net Proceeds from such sale or other disposition are treated Obligations in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture4.1. (b) Upon the designation If in connection with any sale, lease, exchange, transfer or other disposition of any Shared Collateral (collectively, a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with “Disposition”) permitted under the terms of each of the IndentureWorking Capital Facility Documents, the Notes Documents and the Pari Passu Indebtedness Documents (other than in connection with the exercise of the Controlling Collateral Agent’s remedies or any other Enforcement Action in respect of the Shared Collateral provided for in Section 3.1), the Controlling Collateral Agent, for itself or on behalf of any of the Controlling Secured Parties, releases its Liens on any of the Shared Collateral, other than in connection with, or in anticipation of, the Discharge of Working Capital Facility Obligations, then the Existing Notes Liens, the Interim Notes Liens and the Pari Passu Liens on such Guaranteeing Subsidiary Shared Collateral shall be automatically, unconditionally and simultaneously released; provided, that the Existing Notes Liens and Interim Notes Liens upon the Shared Collateral securing the Notes Obligations shall not be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by if the Company Disposition is subject to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions Section 6.01 of the Interim Notes Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary If (i) the Required Working Capital Facility Lenders, the Required Noteholders under the Notes Documents and the Required Pari Passu Lenders under the Pari Passu Indebtedness Documents consent to a release of any or all of the Shared Collateral, and (ii) the Company delivers an Officers’ Certificate to the Working Capital Facility Collateral Agent, the Notes Collateral Agent and the Pari Passu Collateral Agent certifying that all such necessary consents have been obtained, the Working Capital Facility Collateral Agent, for itself and for the benefit of the Working Capital Facility Lenders, the Notes Collateral Agent, for itself and for the benefit of the Noteholders, and the Pari Passu Collateral Agent, for itself and for the benefit of the Pari Passu Lenders, shall unconditionally and simultaneously release their Liens on such Shared Collateral. (d) If the guarantee of the Notes Indebtedness by a Guarantor is released in accordance with the Notes Documents, the Liens on the Shared Collateral securing such guarantee of such Guarantor shall be automatically, unconditionally and simultaneously released. (e) If the guarantee of the Working Capital Facility Indebtedness by a Guarantor is released and relieved of its obligations under this Supplemental Indenture in accordance withwith the Working Capital Facility Documents, the Working Capital Facility Liens on the Shared Collateral of such Guarantor shall be automatically, unconditionally and subject to, Section 4.18 simultaneously released. (f) If the guarantee of the IndenturePari Passu Indebtedness by a Guarantor is released in accordance with the Pari Passu Indebtedness Documents, the Pari Passu Liens on the Shared Collateral of such Guarantor shall be automatically, unconditionally and simultaneously released. provided, that, in each case, the Controlling Collateral Agent and each Trustee have received all documentation, if any, that may be required by the Trust Indenture Act in connection therewith. In connection with any release of Collateral as provided for above, the Controlling Collateral Agent will promptly execute any release documentation with respect thereto reasonably requested by the Company. (g) Each of the Authorized Representatives hereby irrevocably constitutes and appoints the Controlling Collateral Agent and any officer or agent of the Controlling Collateral Agent, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of such Authorized Representative, or in the Controlling Collateral Agent’s name, from time to time in the Controlling Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary or desirable to accomplish the purposes of this Section 5.1, including, without limitation, any financing statement amendments, endorsements or other instruments or transfer or release. This power is coupled with an interest and shall be irrevocable.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If, at any time any Grantor or any First-Lien Secured Party delivers notice to the Designated Junior-Lien Collateral Agent with respect to any sale of assets specified Shared Collateral (includingincluding for such purpose, if applicable, all in the case of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets equity interests in any Subsidiary, any Shared Collateral held by such Subsidiary or any direct or indirect Subsidiary thereof) that: (i) such specified Shared Collateral has been or is being sold, transferred or otherwise disposed of in connection with a Disposition by the owner of such Guaranteeing SubsidiaryShared Collateral in a transaction permitted under the First-Lien Debt Documents; or (ii) shall the First-Liens thereon have been or are being released in connection with a Subsidiary that is released from its guarantee under the First-Lien Debt Documents; or (iii) the First-Liens thereon have been or are being otherwise released as permitted by the First-Lien Debt Documents or by the Applicable First-Lien Collateral Agent on behalf of the First-Lien Secured Parties (unless, in the case of clause (ii) or (iii) of this Section 5.1(a) such release occurs in connection with, and after giving effect to, a Discharge of First-Lien Obligations, which discharge is not in connection with a foreclosure of, or other exercise of remedies with respect to, Shared Collateral by the First-Lien Secured Parties (such discharge not in connection with any such foreclosure or exercise of remedies or a sale or other disposition generating sufficient proceeds to cause the Discharge of First-Lien Obligations, a “Payment Discharge”)), then the Junior-Lien upon such Shared Collateral will automatically be released from and relieved of its discharged as and when, but only to the extent, such Liens on such Shared Collateral securing First-Lien Obligations under this Supplemental Indenture are released and its Subsidiary Guarantee made pursuant hereto; discharged (provided that in the event case of an Asset Salea Payment Discharge, the Net Proceeds from such sale Liens on any Shared Collateral disposed of in connection with the satisfaction in whole or other disposition are treated in part of First-Lien Obligations shall be automatically released but any proceeds thereof not used for purposes of the Discharge of First-Lien Obligations or otherwise in accordance with the provisions of Junior- Lien Debt Documents shall be subject to Junior-Liens and shall be applied pursuant to Section 4.10 of the Indenture4.1). Upon delivery to the Designated Junior-Lien Collateral Agent of a notice from the Applicable First-Lien Collateral Agent stating that any such release of Liens securing or supporting the First-Lien Obligations has become effective (or shall become effective upon the Designated Junior-Lien Collateral Agent’s release), the Designated Junior-Lien Collateral Agent will promptly, at the Company’s expense, execute and deliver such instruments, releases, termination statements or other documents confirming such release on customary terms, which instruments, releases and termination statements shall be substantially identical to the comparable instruments, releases and termination statements executed by the Company to the Trustee of an Officers' Certificate to the effect that Applicable First- Lien Collateral Agent in connection with such sale or other disposition was made release (and shall be prepared by the Company or the Guaranteeing Subsidiary, as Applicable First-Lien Collateral Agent). In the case may be, of the sale of capital stock of a Subsidiary or any other transaction resulting in the release of such Subsidiary’s guarantee under the First-Lien Debt Documents in accordance with the provisions Credit Agreement, the guarantee in favor of the Indenture and this Supplemental IndentureJunior-Lien Secured Parties, including without limitationif any, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing made by such Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall will automatically be released and relieved of its Obligations under its Subsidiary Guarantee discharged as and this Supplemental Indenture. Upon delivery by the Company when, but only to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indentureextent, the Trustee shall execute any documents reasonably required in order to evidence the release guarantee by such Subsidiary of such Guaranteeing Subsidiary from its First-Lien Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be is released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenturedischarged.

Releases. (a) Concurrently If in connection with the exercise of any sale of assets (including, if applicable, all of the Capital Stock US Revolving Credit Collateral Agent’s remedies in respect of a Guaranteeing Subsidiary)any Revolving Credit Primary Collateral as provided for in Section 3.1, all the US Revolving Credit Collateral Agent, for itself and/or on behalf of any of the Revolving Credit Claimholders, releases any of its Liens on any part of the Revolving Credit Primary Collateral, then the Liens, if any, in favor of the Trustee Notes Collateral Agent, for itself and/or for the benefit of the Notes Claimholders, on the Revolving Credit Primary Collateral sold or disposed of in the assets sold thereby connection with such exercise, shall be automatically, unconditionally and simultaneously released; provided that in the event . The Notes Collateral Agent, for itself and/or on behalf of an Asset Saleany such Notes Claimholders, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) promptly shall be released from execute and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company deliver to the Trustee of an Officers' Certificate to the effect that US Revolving Credit Collateral Agent or such sale or Grantor such termination statements, releases and other disposition was made by the Company or the Guaranteeing Subsidiary, documents as the case US Revolving Credit Collateral Agent or such Grantor may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order request to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of effectively confirm such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenturerelease. (b) Upon the designation If in connection with any sale, lease, exchange, transfer or other disposition of any Revolving Credit Primary Collateral (collectively, a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with “Disposition”) permitted under the terms of the IndentureRevolving Credit Documents (including voluntary Dispositions of Revolving Credit Primary Collateral by the respective Grantors after a Revolving Credit Default) (other than in connection with the exercise of any of the US Revolving Credit Collateral Agent’s rights and remedies in respect of the Revolving Credit Primary Collateral as provided for in Sections 3.1), the US Revolving Credit Collateral Agent, for itself and/or on behalf of any of the Revolving Credit Claimholders, releases any of its Liens on any part of the Revolving Credit Primary Collateral, in each case, other than (A) in connection with the Discharge of Revolving Credit Obligations or (B) after the occurrence and during the continuance of a Notes Default if, all of the net proceeds received in connection with such Guaranteeing Subsidiary Disposition are not applied to the Revolving Credit Obligations, then, in each case, the Liens, if any, of the Notes Collateral Agent, for itself and/or for the benefit of the Notes Claimholders, on such Revolving Credit Primary Collateral shall be released automatically, unconditionally and relieved simultaneously released. The Notes Collateral Agent for itself and/or on behalf of its Obligations under its Subsidiary Guarantee any such Notes Claimholders promptly shall execute and this Supplemental Indenturedeliver to the US Revolving Credit Collateral Agent or such Grantor such termination statements, releases and other documents as the US Revolving Credit Collateral Agent or such Grantor may request to effectively confirm such release. Upon delivery The Notes Collateral Agent, for itself and/or on behalf of any such Notes Claimholders, hereby agrees to consent to any request by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect US Revolving Credit Collateral Agent that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and Collateral Agent, for the other Obligations itself and/or on behalf of any Guaranteeing Subsidiary such Notes Claimholders, releases its security interest in connection with a Disposition under the Indenture as provided hereinthis Section 5.1(b). (c) Each Guaranteeing Subsidiary Until the Discharge of Revolving Credit Obligations shall be released occur, the Notes Collateral Agent, for itself and/or on behalf of the Notes Claimholders, hereby irrevocably constitutes and relieved appoints the US Revolving Credit Collateral Agent and any of its obligations under this Supplemental Indenture officers or agents, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with, the place and subject to, Section 4.18 stead of the IndentureNotes Collateral Agent or such Notes Claimholder, whether in the US Revolving Credit Collateral Agent’s name or, at the option of the US Revolving Credit Collateral Agent, in the Notes Collateral Agent’s or any Notes Claimholder’s own name, from time to time in the US Revolving Credit Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary to accomplish the purposes of this Section 5.1, including any endorsements or other instruments of transfer or release.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of the Indenture needs to be applied in accordance therewith at such time). If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of the Indenture needs to be applied in accordance therewith at such time). Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the IndentureIndenture or upon the release of a Guarantor from its Guarantees of, and all pledges and security interests granted in connection with, all other Indebtedness of the Company or any of their Restricted Subsidiaries, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary Guarantor or all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor, then the Guaranteeing Subsidiary Guarantor (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing SubsidiaryGuarantor) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryGuarantor, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary Guarantor is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest (including Contingent Interest, if any) and Additional Amounts, if any, on the Notes Securities and for the other obligations of such Guaranteeing Subsidiary Guarantor under the Indenture as provided in this Supplemental Indentureherein. (b) Upon the designation of a Guaranteeing Subsidiary Guarantor as an Unrestricted Excluded Subsidiary in accordance with the terms of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date hereof (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those Securities continue to be outstanding), such Guaranteeing Subsidiary Guarantor shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee the Indenture and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary Guarantor as an Unrestricted Excluded Subsidiary was made by the Company in accordance with the provisions of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date hereof (whether or not those indentures are subsequently amended, including without limitation Section 4.07 waived, modified, terminated or expire and whether or not any of the Indenturethose Securities continue to be outstanding), the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes Securities and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing transaction) the Company or a Restricted Subsidiary) shall , then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, and such Guarantor ceases to be a Restricted Subsidiary as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 11 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence obligations under its Note Guarantee. (e) Upon the release of such Guaranteeing Subsidiary from its Obligations the Guarantor’s guarantee under all applicable Triggering Indebtedness, each Guarantor will be released and relieved of any obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on and Additional Interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition (including by way of merger or consolidation) include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest (including Contingent Interest and Additional Interest, if any) on the Notes CODES and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Excluded Subsidiary in accordance with the terms of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date of the Indenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), such Guaranteeing Subsidiary shall be released and relieved of all of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureIndenture and the indentures governing , including without limitation Section 4.07 the Outstanding Senior Subordinated Notes as the same are in effect on the date of the IndentureIndenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes CODES and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary Upon any Guarantor being released from its guarantees of, and all pledges and security interests granted in connection with, Indebtedness of the Company or any of its Subsidiaries (other than a Foreign Subsidiary), such Guarantor shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If, in connection with any sale of assets (including, if applicable, all the exercise of the Controlling Collateral Agent’s remedies in respect of the Shared Collateral provided for in Section 3.1, or, during the continuance any matured “event of default” under the Working Capital Stock Facility Documents, in connection with a Disposition in lieu of a Guaranteeing Subsidiary)foreclosure or other exercise of remedies on any of Shared Collateral by any Obligor at the written direction, or with the approval, of the Controlling Collateral Agent or the Controlling Collateral Agent for itself or on behalf of any of the Controlling Secured Parties, the Controlling Collateral Agent releases any of its Liens on any part of the Shared Collateral, then all Liens, if any, Liens on such Shared Collateral in favor of the Trustee in the assets sold thereby any Secured Party (other than any such Liens on Proceeds, which shall continue notwithstanding such release) shall be automatically, unconditionally and simultaneously released; , provided that in the event Proceeds of an Asset Sale, such Shared Collateral are applied to repay the Net Proceeds from such sale or other disposition are treated Obligations in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture4.1. (b) Upon the designation If in connection with any sale, lease, exchange, transfer or other disposition of any Shared Collateral (collectively, a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with “Disposition”) permitted under the terms of each of the IndentureWorking Capital Facility Documents, the Notes Documents and the Pari Passu Indebtedness Documents (other than in connection with the exercise of the Controlling Collateral Agent’s remedies or any other Enforcement Action in respect of the Shared Collateral provided for in Section 3.1), the Controlling Collateral Agent, for itself or on behalf of any of the Controlling Secured Parties, releases its Liens on any of the Shared Collateral, other than in connection with, or in anticipation of, the Discharge of Working Capital Facility Obligations, then the Existing Notes Liens, the Interim Notes Liens and the Pari Passu Liens on such Guaranteeing Subsidiary Shared Collateral shall be released automatically, unconditionally and relieved of its Obligations under its Subsidiary Guarantee simultaneously released; provided, that the Existing Notes Liens and this Supplemental Indenture. Upon delivery by Interim Notes Liens upon the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on Shared Collateral securing the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall not be released and relieved of its obligations under this Supplemental Indenture in accordance with, and if the Disposition is subject to, to Section 4.18 of the Indenture6.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of the Indenture needs to be applied in accordance therewith at such time). If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of the Indenture needs to be applied in accordance therewith at such time). Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the IndentureIndenture or upon the release of a Guarantor from its Guarantees of, and all pledges and security interests granted in connection with, all other Indebtedness of the Company or any of their Restricted Subsidiaries, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a the Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a the Guaranteeing Subsidiary or all of the Capital Stock of a the Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Supplemental Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the this Supplemental Indenture, also including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinin Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary Guarantor or all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor, then the Guaranteeing Subsidiary Guarantor (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing SubsidiaryGuarantor) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryGuarantor, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary Guarantor is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary Guarantor under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary Guarantor as an Unrestricted Excluded Subsidiary in accordance with the terms of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date hereof (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), such Guaranteeing Subsidiary Guarantor shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee the Indenture and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary Guarantor as an Unrestricted Excluded Subsidiary was made by the Company in accordance with the provisions of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date hereof (whether or not those indentures are subsequently amended, including without limitation Section 4.07 waived, modified, terminated or expired and whether or not any of the Indenturethose notes continue to be outstanding), the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with The Guarantee of any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby Subsidiary shall be released; provided that in the event of an Asset Saleautomatically and unconditionally released and discharged, the Net Proceeds from and no further action by such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Issuer or the Trustee is required for the release of such Guaranteeing Subsidiary Subsidiary’s Guarantee, upon: (in the event i) any sale, exchange, disposition or transfer (by merger, amalgamation, consolidation or otherwise) of a sale or other disposition of all of (x) the Capital Stock of such Guaranteeing Subsidiary, after which the applicable Guaranteeing Subsidiary is no longer a Restricted Subsidiary, (y) all the assets of such Guarantor or (z) if such Guarantor is not at such time a guarantor of the Person acquiring the property (in the event of a sale or other disposition of Senior Secured Credit Facilities, all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee , in each case if such sale, exchange, disposition or transfer is made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance compliance with the applicable provisions of Section 4.10 this Indenture; (ii) the release or discharge of the Indenture. Upon delivery guarantee by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary of Indebtedness under the Indenture Senior Secured Credit Facilities, or such other guarantee that resulted in the creation of such Guarantee, except a discharge or release by or as provided a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that if any such Guarantee is so reinstated, such Guarantee shall also be reinstated to the extent that such Guaranteeing Subsidiary would then be required to provide a Guarantee pursuant to Section 4.15 in this Supplemental the Indenture.); (biii) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary as an Unrestricted Subsidiary in compliance with the applicable provisions of the Indenture; or (iv) the exercise by the Issuer of its Legal Defeasance option or Covenant Defeasance option in accordance with Article 8 of the Indenture or the discharge of the Issuer’s obligations under this Indenture in accordance with the terms of the Indenture, ; and (b) such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company delivering to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransaction have been complied with. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Subsidiary Guarantee of a Guarantor of a Series of Notes shall be released automatically: (1) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved the Company or a Subsidiary of its Obligations under this Supplemental Indenture and its the Company; (2) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary Guarantee made pursuant hereto; provided that in of the event of an Asset SaleCompany, the Net Proceeds from if following such sale or other disposition are treated in accordance with the provisions of Section 4.10 disposition, that Guarantor is not a direct or indirect Subsidiary of the Company; (3) upon defeasance or satisfaction and discharge of such Series of Notes as provided in Sections 8.01, 8.02, 8.03, 8.04 and 11.01 hereof; (4) upon the dissolution of a Guarantor that is permitted under this Supplemental Indenture. ; or (5) otherwise with respect to the Guarantee of any Guarantor: (A) upon the prior consent of Holders of at least a majority in aggregate principal amount of the applicable Series of Notes then outstanding; (B) if the Company has Indebtedness outstanding under the Credit Agreement at that time, upon the consent of the requisite lenders under the Credit Agreement to the release of such Guarantor’s Guarantee of all Obligations under the Credit Agreement, or, if there is no Indebtedness of the Company outstanding under the Credit Agreement at that time, upon the requisite consent of the holders of all other Indebtedness for borrowed money of the Company that is guaranteed by such Guarantor at that time outstanding to the release of such Guarantor’s Guarantee of all Obligations with respect to all other Indebtedness for borrowed money that is guaranteed by such Guarantor at that time outstanding; or (C) if the Company has Indebtedness outstanding under the Credit Agreement at that time, upon the release of such Guarantor’s Guarantee of all Obligations of the Company under the Credit Agreement, or, if there is no Indebtedness of the Company outstanding under the Credit Agreement at that time, upon the release of such Guarantor’s Guarantee of all Obligations with respect to all other Indebtedness for borrowed money of the Company at that time outstanding. (b) The Subsidiary Guarantee of a Guarantor shall be released with respect to the Notes automatically upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge of this Supplemental Indenture pursuant to Articles 8 and 11 hereof. (c) Upon delivery by the Company to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel to the effect that such sale the action or other disposition event giving rise to the applicable release has occurred or was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, Indenture the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantee. (d) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium, if any, and interest on on, the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations Obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations Obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Guarantee of any Guarantor, and the Collateral Trustee’s Lien on the Collateral of such Guarantor, will be automatically released: (a) Concurrently in connection with any sale Disposition of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary Guarantor (including by way of merger or all consolidation) to such Person that is not the Company or a Guarantor if the Disposition does not violate Section 4.10 and the other provisions of this Indenture; (b) upon the Capital Stock liquidation or dissolution of a Guaranteeing Subsidiary, then such Guarantor following the Guaranteeing Subsidiary (in the event of a sale or other disposition transfer of all of its assets to the Capital Stock Company or another Guarantor as permitted hereunder. If the Guarantee of such Guaranteeing Subsidiary) any Guarantor or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved a Guarantor or the Capital Stock of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that any Guarantor are sold or disposed of in the event of an Asset Salemanner described in clauses (a) or (b) above, and such Guarantor (or as the context may require, Collateral) is released, the Net Proceeds from such sale or other disposition are treated in accordance with Company shall deliver to the provisions of Section 4.10 Trustee and Collateral Trustee an Officers’ Certificate stating and certifying the identity of the released Guarantor (any/or the applicable Collateral), the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Company to the Trustee and Collateral Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that the conditions of any of clauses (a) or (b) of this Section 13.05 have been met with respect to a Guarantor (or such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Collateral) in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall and Collateral Trustee, as applicable, will execute any documents reasonably required requested that are necessary or advisable in order to evidence the release of the Guaranteeing Subsidiary such Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoand/or the applicable Note Security Documents. If the Guaranteeing Subsidiary is Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 13.05 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations (including the Note Obligations) of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence Article 13 notwithstanding the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the any other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinGuarantor. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition (including by way of merger or consolidation) include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest (including Contingent Interest and Additional Interest, if any) on the Notes CODES and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Excluded Subsidiary in accordance with the terms of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date of the Indenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), such Guaranteeing Subsidiary shall be released and relieved of all of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureIndenture and the indentures governing , including without limitation Section 4.07 the Outstanding Senior Subordinated Notes as the same are in effect on the date of the IndentureIndenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes CODES and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary Upon any Guarantor being released from its guarantees of, and all pledges and security interests granted in connection with, Indebtedness of the Company or any of its Subsidiaries (other than a Foreign Subsidiary), such Guarantor shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. Each Guarantee by a Subsidiary Guarantor will provide by its terms that it will be automatically and unconditionally released and discharged under its Guarantee upon: (a) Concurrently with any sale sale, exchange or transfer (by merger, amalgamation, consolidation or otherwise) of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of i) the Capital Stock of such Guaranteeing SubsidiarySubsidiary Guarantor, after which the applicable Subsidiary Guarantor is no longer a Restricted Subsidiary or (ii) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under Subsidiary Guarantor, in each case if such sale, exchange or transfer is made in compliance with this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the applicable provisions of Section 4.10 of the this Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.; (b) Upon the release or discharge by such Subsidiary Guarantor of Indebtedness under (i) the Senior Credit Facilities, except a discharge or release in connection with the repayment in full and termination of commitments under the Senior Credit Facilities without being replaced with another Senior Credit Facility or (ii) in the case of a Guarantee made by a Subsidiary Guarantor (each, an “Other Guarantee”) as a result of its guarantee of Additional First Lien Obligations, Junior Lien Obligations, or capital markets debt securities of the Company or a Guarantor pursuant to Section 4.17 hereof, the relevant Additional First Lien Obligations, Junior Lien Obligations, or capital markets debt securities, except, in the case of clause (i) or (ii), a discharge or release by or as a result of payment by such Subsidiary Guarantor under the Indebtedness specified in such clause (i) or (ii) (it being understood that a release subject to a contingent reinstatement is still a release, and if any such Indebtedness of such Subsidiary Guarantor under the Senior Credit Facilities or any Other Guarantee is so reinstated, such Guarantee shall also be reinstated); (c) the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture; or (d) the Indenture, such Guaranteeing Subsidiary shall be released and relieved exercise by the Company of its Obligations legal defeasance option or covenant defeasance option as described under its Subsidiary Guarantee Article 8 hereof or the satisfaction and discharge of the Company’s obligations under this Supplemental Indenture. Upon Indenture in accordance with Article 12 hereof; and (2) delivery by the Company to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to such transaction have been complied with. The Guarantee by Holdings will be automatically and unconditionally released and discharged upon (1) the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made exercise by the Company of its legal defeasance option or covenant defeasance option as described under Article 8 hereof or the satisfaction and discharge of the Company’s obligations under this Indenture in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, Article 12 hereof and (2) Holdings delivering to the Trustee shall execute any documents reasonably required an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for in order this Indenture relating to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guaranteetransaction have been complied with. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall as provided in this Section 11.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 11. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If, at any time any Grantor or any Senior Secured Party delivers notice to each Second Priority Representative with respect to any sale of assets specified Shared Collateral (includingincluding for such purpose, if applicable, all in the case of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets equity interests in any Subsidiary, any Shared Collateral held by such Subsidiary or any direct or indirect Subsidiary thereof) that: (i) such specified Shared Collateral has been or is being sold, transferred or otherwise disposed of in connection with a Disposition by the owner of such Guaranteeing SubsidiaryShared Collateral in a transaction permitted under the Senior Debt Documents; or (ii) shall the Senior Liens thereon have been or are being released in connection with a Subsidiary that is released from its guarantee under the Senior Debt Documents; or (iii) the Senior Liens thereon have been or are being otherwise released as permitted by the Senior Debt Documents or by the Senior Collateral Agent on behalf of the Senior Secured Parties (unless, in the case of clause (ii) or (iii) of this Section 5.01(a) such release occurs in connection with, and after giving effect to, a Discharge of Senior Obligations, which discharge is not in connection with a foreclosure of, or other exercise of remedies with respect to, Shared Collateral by the Senior Secured Parties (such discharge not in connection with any such foreclosure or exercise of remedies or a sale or other disposition generating sufficient proceeds to cause the Discharge of Senior Obligations, a “Payment Discharge”)), then the Second Priority Liens upon such Shared Collateral will automatically be released from and relieved of its discharged as and when, but only to the extent, such Liens on such Shared Collateral securing Senior Obligations under this Supplemental Indenture are released and its Subsidiary Guarantee made pursuant hereto; discharged (provided that in the event case of an Asset Salea Payment Discharge, the Net Proceeds from such sale Liens on any Shared Collateral disposed of in connection with the satisfaction in whole or other disposition are treated in part of Senior Obligations shall be automatically released but any proceeds thereof not used for purposes of the Discharge of Senior Obligations or otherwise in accordance with the provisions of Second Priority Debt Documents shall be subject to Second Priority Liens and shall be applied pursuant to Section 4.10 of the Indenture4.01). Upon delivery to the Second Priority Representatives of a notice from the Senior Collateral Agent stating that any such release of Liens securing or supporting the Senior Obligations has become effective (or shall become effective upon the Second Priority Representatives’ release), the Second Priority Representatives will promptly, at the Company’s expense, execute and deliver such instruments, releases, termination statements or other documents confirming such release on customary terms, which instruments, releases and termination statements shall be substantially identical to the comparable instruments, releases and termination statements executed by the Company to the Trustee of an Officers' Certificate to the effect that Senior Collateral Agent in connection with such sale or other disposition was made release (and shall be prepared by the Company or the Guaranteeing Subsidiary, as Senior Collateral Agent). In the case may be, of the sale of capital stock of a Subsidiary or any other transaction resulting in the release of such Subsidiary’s guarantee under the Senior Debt Documents in accordance with the provisions Credit Agreement, the guarantee in favor of the Indenture Second Priority Secured Parties, if any, made by such Subsidiary will automatically be released and this Supplemental Indenturedischarged as and when, including without limitation, Section 4.10 of but only to the Indentureextent, the Trustee shall execute any documents reasonably required in order to evidence the release guarantee by such Subsidiary of the Guaranteeing Subsidiary from its Senior Obligations under this Supplemental Indenture is released and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenturedischarged. (b) Upon Each Second Priority Representative, for itself and on behalf of each Second Priority Secured Party under its Second Priority Debt Facility, hereby irrevocably constitutes and appoints the designation Senior Collateral Agent and any officer or agent of a Guaranteeing Subsidiary the Senior Collateral Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of such Second Priority Representative or such Second Priority Secured Party or in the Senior Collateral Agent’s own name, from time to time in the Senior Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.01, to take any and all appropriate action and to execute any and all documents and instruments that may be necessary or desirable to accomplish the Indenturepurposes of this Section 5.01, including any termination statements, endorsements or other instruments of transfer or release (which appointment, being coupled with an interest, is irrevocable); provided that such Guaranteeing Subsidiary appointment shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery terminate automatically, without any action by the Company to Senior Collateral Agent or any Second Priority Secured Party, upon the Trustee Discharge of an Officers' Certificate Senior Obligations, and an Opinion of Counsel to provided, further, that the effect that Senior Collateral Agent shall notify such designation of Second Priority Representative or such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations Second Priority Secured Party of any Guaranteeing Subsidiary under the Indenture action taken by such Senior Collateral Agent as provided hereinattorney-in-fact for such Second Priority Representative or such Second Priority Secured Party pursuant to this clause (b). (c) Each Guaranteeing Subsidiary Unless and until the Discharge of Senior Obligations has occurred, each Second Priority Representative, for itself and on behalf of each Second Priority Secured Party under its Second Priority Debt Facility, hereby consents to the application, whether prior to or after an Event of Default under any Senior Debt Document, of Deposit Account Collateral or proceeds of Shared Collateral to the repayment of Senior Obligations pursuant to the Senior Debt Documents; provided that nothing in this Section 5.01(c) shall be released construed to prevent or impair the rights of the Second Priority Representatives or the Second Priority Secured Parties to receive proceeds in connection with the Second Priority Debt Obligations not otherwise in contravention of this Agreement. (d) Notwithstanding anything to the contrary in any Second Priority Collateral Document, in the event the terms of a Senior Collateral Document and relieved a Second Priority Collateral Document each require any Grantor to (i) make payment in respect of its obligations under this Supplemental Indenture in accordance any item of Shared Collateral to, (ii) deliver or afford control over any item of Shared Collateral to, or deposit any item of Shared Collateral with, and subject (iii) register ownership of any item of Shared Collateral in the name of or make an assignment of ownership of any Shared Collateral or the rights thereunder to, Section 4.18 (iv) cause any securities intermediary, commodity intermediary or other Person acting in a similar capacity to agree to comply, in respect of any item of Shared Collateral, with instructions or orders from, or to treat, in respect of any item of Shared Collateral, as the entitlement holder, (v) hold any item of Shared Collateral in trust for (to the extent such item of Shared Collateral cannot be held in trust for multiple parties under applicable law), (vi) obtain the agreement of a bailee or other third party to hold any item of Shared Collateral for the benefit of or subject to the control of or, in respect of any item of Shared Collateral, to follow the instructions of, or (vii) obtain the agreement of a landlord with respect to access to leased premises where any item of Shared Collateral is located or waivers or subordination of rights with respect to any item of Shared Collateral in favor of, in any case, both the Senior Collateral Agent and any Second Priority Representative or Second Priority Secured Party, such Grantor may, until the applicable Discharge of Senior Obligations has occurred, comply with such requirement under the Second Priority Collateral Document as it relates to such Shared Collateral by taking any of the Indentureactions set forth above only with respect to, or in favor of, the Senior Collateral Agent.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock Equity Interests of a Guaranteeing Subsidiaryany Subsidiary Guarantor), all Liens, if any, any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of 4.07 hereof. The Guarantee or the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets obligations under Section 11.04 hereof of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary Guarantor will be released (i) in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a connection with any sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved Subsidiary Guarantor (including by way of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in merger or consolidation), if the event of an Asset Sale, Partnership applies the Net Proceeds from such of that sale or other disposition are treated in accordance with Section 4.07 hereof; or (ii) in connection with the provisions sale or other disposition of Section 4.10 all of the IndentureEquity Interests of a Subsidiary Guarantor, if the Partnership applies the Net Proceeds of that sale in accordance with Section 4.07 hereof; or (iii) if the Partnership designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary; or (iv) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness of the Partnership. Upon delivery by the Company Partnership to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Partnership in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 4.07 hereof or such Guarantee is to be released pursuant to the provisions of the Indentureimmediately preceding sentence, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Guarantees. Any Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Company or a Restricted Subsidiary of the Company, then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required requested by the Company in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 13 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 12.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 12. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Salea sale (including by way of merger, the Net Proceeds from such sale amalgamation or other disposition are treated consolidation in accordance compliance with the provisions of Section 4.10 5.01 of the Indenture. If ) of all the assets sold in such sale or other disposition include all or substantially all capital stock of the assets of a Guaranteeing Subsidiary to a Person that is not (either before or all of after giving effect to such transaction) the Capital Stock of Company or a Guaranteeing Subsidiary, Restricted Subsidiary then the Guaranteeing Subsidiary (in the event of a sale or other disposition disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock capital stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee; provided provided, that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance complies with the provisions of Section 4.10 of the Indenture. Further, if the Company redesignates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with Section 4.17 of the Indenture then the Guaranteeing Subsidiary will be released and relieved of any obligations under this Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guarantee. (b) The Guaranteeing Subsidiary is not released from its obligations under its this Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such the Guaranteeing Subsidiary under the Indenture as provided in this Supplemental IndentureArticle 10 thereof. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in In the event of a sale or other disposition of all of the Capital Stock assets of any Senior Subordinated Note Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all to the capital stock of any Senior Subordinated Note Guarantor, then such Senior Subordinated Note Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subordinated Subsidiary Guarantee made pursuant heretoGuarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of the Senior Subordinated Note Indenture, including without limitation Section 4.10 of the Senior Subordinated Note Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Senior Subordinated Note Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary sale or other disposition was made by the Company in accordance with the provisions of the Senior Subordinated Note Indenture, including without limitation Section 4.07 4.10 of the Senior Subordinated Note Indenture, the Senior Subordinated Note Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary any Senior Subordinated Note Guarantor from its Obligations obligations under its Subordinated Subsidiary Guarantee. . (b) Any Guaranteeing Subsidiary Senior Subordinated Note Guarantor not released from its Obligations obligations under its Subordinated Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Senior Subordinated Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Senior Subordinated Note Guarantor under the Senior Subordinated Note Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 11 of the Senior Subordinated Note Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in In the event of a sale or other disposition of all of the Capital Stock assets of any Senior Subordinated Note Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all to the capital stock of any Senior Subordinated Note Guarantor, then such Senior Subordinated Note Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subordinated Subsidiary Guarantee made pursuant heretoGuarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of the Senior Subordinated Note Indenture, including without limitation Section 4.10 of the Senior Subordinated Note Indenture. Upon delivery by the Company to the Senior Subordinated Note Trustee of an Officers' Officer's Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Senior Subordinated Note Indenture, including without limitation, limitation Section 4.10 of the Senior Subordinated Note Indenture, the Senior Subordinated Note Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Senior Subordinated Note Guarantor from its Obligations obligations under this Supplemental Indenture and its Subordinated Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantee. (b) Any Senior Subordinated Note Guarantor not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subordinated Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Senior Subordinated Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Senior Subordinated Note Guarantor under the Senior Subordinated Note Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 11 of the Senior Subordinated Note Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, or a Guaranteeing Subsidiary sale or other disposition of all of the Capital Stock capital stock of any Guarantor, in each case to a Guaranteeing SubsidiaryPerson that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, then the Guaranteeing Subsidiary such Guarantor (in the event of a sale or other disposition disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock capital stock of such Guaranteeing SubsidiaryGuarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantee; provided PROVIDED that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of the Indenture, including without limitation Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary sale or other disposition was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 4.10 of the Indenture, the Trustee shall execute any documents reasonably required requested by the Company in order to evidence the release of such Guaranteeing Subsidiary any Guarantor from its Obligations obligations under its Note Guarantee. (b) In the event that the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary, then such Guarantor will be released and relieved from any obligations under its Note Guarantee; PROVIDED that such designation is in accordance with the applicable provisions of this Indenture, including without limitation Section 4.07 and Section 4.10 hereof. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation was made by the Company in accordance with the terms of this Indenture, including without limitation Section 4.07 and Section 4.10 hereof, the Trustee will execute any documents reasonably requested by the Company in order to evidence the release of any Guarantor from its obligations under its Notes Guarantee. (c) Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 12 of the Indenture.

Releases. (a) Concurrently with In the event that any sale Subsidiary Guarantor ceases to provide a Guarantee or be a direct obligor of assets obligations outstanding under the Credit Agreement, such Subsidiary Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in b) In the event of an Asset Sale, the Net Proceeds from such any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of any Subsidiary Guarantor, by way of merger, consolidation or otherwise, or a Guaranteeing Subsidiary sale or all other disposition of the Capital Stock of any Subsidiary Guarantor, in each case to a Guaranteeing SubsidiaryPerson that is not (either before or after giving effect to such transactions) Parent or a Restricted Subsidiary of Parent, then the Guaranteeing such Subsidiary Guarantor (in the event of a sale or other disposition disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guaranteeing SubsidiarySubsidiary Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor) shall will be automatically released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company Parent to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Parent in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under its Note Guarantee. (c) Upon designation of any Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Supplemental Indenture, such Subsidiary Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest (including Special Interest, if any) and premium, if any, on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If in connection with the exercise of the First Lien Collateral Agent’s remedies in respect of the Collateral provided for in Section 3.1, the First Lien Collateral Agent, for itself or on behalf of any of the First Lien Claimholders, releases any of its Liens on any part of the Collateral or releases any Grantor from its obligations under its guaranty of the First Lien Obligations in connection with the sale of assets (includingthe stock, if applicableor substantially all the assets, all of such Grantor, then the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in Second Lien Collateral Agent, for itself or for the assets sold thereby benefit of the Second Lien Claimholders, on such Collateral, and the obligations of such Grantor under its guaranty of the Second Lien Obligations, shall be automatically, unconditionally and simultaneously released; provided that . The Second Lien Collateral Agent, for itself or on behalf of any such Second Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Grantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Grantor may request to effectively confirm such release. (b) If in the event of an Asset Saleconnection with any sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiarylease, then the Guaranteeing Subsidiary (in the event of a sale exchange, transfer or other disposition of all any Collateral (collectively, a “Disposition”) permitted under the terms of both the First Lien Loan Documents and the Second Lien Loan Documents (other than in connection with the exercise of the Capital Stock First Lien Collateral Agent’s remedies in respect of such Guaranteeing Subsidiary) the Collateral provided for in Section 3.1), the First Lien Collateral Agent, for itself or on behalf of any of the Person acquiring First Lien Claimholders, releases any of its Liens on any part of the property (Collateral, or releases any Grantor from its obligations under its guaranty of the First Lien Obligations in connection with the event sale of a sale or other disposition of all the stock, or substantially all the assets, of such Grantor, in each case other than (A) in connection with the Discharge of First Lien Obligations and (B) after the occurrence and during the continuance of any Event of Default under the Second Lien Credit Agreement, then the Liens, if any, of the assets Second Lien Collateral Agent, for itself or for the benefit of the Second Lien Claimholders, on such Collateral, and the obligations of such Guaranteeing Subsidiary) Grantor under its guaranty of the Second Lien Obligations, shall be released from automatically, unconditionally and relieved simultaneously released. The Second Lien Collateral Agent, for itself or on behalf of any such Second Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Grantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Grantor may request to effectively confirm such release. (c) Until the Discharge of First Lien Obligations occurs, the Second Lien Collateral Agent, for itself and on behalf of the Second Lien Claimholders, hereby irrevocably constitutes and appoints the First Lien Collateral Agent and any officer or agent of the First Lien Collateral Agent, with full power of substitution, as its Obligations under this Supplemental Indenture true and its Subsidiary Guarantee made pursuant hereto; provided that lawful attorney-in-fact with full irrevocable power and authority in the event place and stead of an Asset Salethe Second Lien Collateral Agent or such holder or in the First Lien Collateral Agent’s own name, from time to time in the Net Proceeds from such sale First Lien Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary to accomplish the purposes of this Section 5.1, including any endorsements or other disposition instruments of transfer or release. (d) Until the Discharge of First Lien Obligations occurs, to the extent that the First Lien Collateral Agent or the First Lien Claimholders (i) have released any Lien on Collateral or any Grantor from its obligation under its guaranty and any such Liens or guaranty are treated in accordance with later reinstated or (ii) obtain any new liens or additional guarantees from any Grantor, then the Second Lien Collateral Agent, for itself and for the Second Lien Claimholders, shall be granted a Lien on any such Collateral, subject to the lien subordination provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of this Agreement, and an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiaryadditional guaranty, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (e) In the event that the principal amount of funded First Lien Obligations plus the aggregate face amount of letters of credit, if any, issued under the First Lien Credit Agreement and not reimbursed plus the aggregate principal amount of unfunded revolving commitments under the First Lien Credit Agreement (collectively, the “First Lien Obligations Amount”), at any date of determination no longer constitute at least 15% of the sum of (i) the First Lien Obligations Amount and (ii) the principal amount of funded Second Lien Obligations (collectively, the “Second Lien Obligations Amount”), then any agreement provided for in Section 5.1 (a) and (b) Upon above (except for releases given in connection with a Disposition permitted under the designation First Lien Loan Documents and the Second Lien Loan Documents) shall require the consent of a Guaranteeing Subsidiary as an Unrestricted Subsidiary First Lien Claimholders and Second Lien Claimholders representing in accordance with the terms aggregate more than 50% of the Indenture, such Guaranteeing Subsidiary shall be released sum of (i) the First Lien Obligations Amount and relieved of its (ii) the Second Lien Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinAmount. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock Equity Interests of a Guaranteeing Subsidiaryany Subsidiary Guarantor), all Liens, if any, any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture4.07 hereof. If the assets sold in such sale or The Guarantee and all other disposition include all or substantially all of the assets obligations under this Indenture of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary Guarantor will be released: (i) in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a connection with any sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Issuer or a Restricted Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in , if the event of an Asset Sale, Company applies the Net Proceeds from such of that sale or other disposition are treated in accordance with the provisions Section 4.07 hereof; or (ii) in connection with any sale or other disposition of Section 4.10 all of the Equity Interests of a Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the Company applies the Net Proceeds of that sale in accordance with Section 4.07 hereof; (iii) in connection with the release or discharge of the Guarantee that resulted in the creation of such Guarantee pursuant to Section 4.13 hereof or a release or discharge of all guarantees by such Subsidiary Guarantor of other Indebtedness, except a release or discharge by or as a result of payment under such Guarantee; or (iv) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with this Indenture; (v) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness of the Company or any other Subsidiary of the Company; or (vi) upon Legal Defeasance or Covenant Defeasance pursuant to Article 8 hereof or upon satisfaction and discharge of this Indenture pursuant to Article 11 hereof, provided that it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 4.07 hereof or such Guarantee is to be released pursuant to the provisions of the Indentureimmediately preceding sentence, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from all of its Obligations obligations under its Guarantee and this Supplemental Indenture and its Indenture. Any Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock Equity Interests of a Guaranteeing Subsidiaryany Subsidiary Guarantor), all Liens, if any, any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of 4.07 hereof. The Guarantee or the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets obligations under Section 11.04 hereof of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary Guarantor will be released (i) in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a connection with any sale or other disposition of all or substantially all of the assets 103 of such Guaranteeing Subsidiary) shall be released from and relieved Subsidiary Guarantor (including by way of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in merger or consolidation), if the event of an Asset Sale, Partnership applies the Net Proceeds from such of that sale or other disposition are treated in accordance with Section 4.07 hereof; or (ii) in connection with the provisions sale or other disposition of Section 4.10 all of the IndentureEquity Interests of a Subsidiary Guarantor, if the Partnership applies the Net Proceeds of that sale in accordance with Section 4.07 hereof; or (iii) if the Partnership designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary; or (iv) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness of the Partnership. Upon delivery by the Company Partnership to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Partnership in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 4.07 hereof or such Guarantee is to be released pursuant to the provisions of the Indentureimmediately preceding sentence, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Guarantees. Any Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale The Guarantee of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be automatically and unconditionally released from and relieved of its Obligations under this Supplemental Indenture discharged, and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery no further action by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, Issuer or the Trustee shall execute any documents reasonably is required in order to evidence for the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If Subsidiary’s Guarantee, upon: (i) any sale, exchange, disposition or transfer (by merger, amalgamation, consolidation or otherwise) of (x) the Capital Stock of the Guaranteeing Subsidiary, after which the the Guaranteeing Subsidiary is no longer a Restricted Subsidiary, (y) all the assets of such Guarantor or (z) if such Guarantor is not released from its obligations at such time a guarantor of the Senior Secured Credit Facilities, all or substantially all the assets of the Guaranteeing Subsidiary, in each case if such sale, exchange, disposition or transfer is made in compliance with the applicable provisions of this Indenture; (ii) the release or discharge of the guarantee by the Guaranteeing Subsidiary of Indebtedness under its Subsidiary the Senior Secured Credit Facilities, or such other guarantee that resulted in the creation of such Guarantee, except a discharge or release by or as a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that if any such Guarantee is so reinstated, such Guarantee shall remain liable for also be reinstated to the full amount of principal of and interest on extent that the Notes and for the other obligations of such Guaranteeing Subsidiary under would then be required to provide a Guarantee pursuant to Section 4.15 in the Indenture as provided in this Supplemental Indenture.); (biii) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary as an Unrestricted Subsidiary in compliance with the applicable provisions of the Indenture; or (iv) the exercise by the Issuer of its Legal Defeasance option or Covenant Defeasance option in accordance with Article 8 of the Indenture or the discharge of the Issuer’s obligations under this Indenture in accordance with the terms of the Indenture, such ; and (b) the Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company delivering to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransaction have been complied with. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Company or a Restricted Subsidiary of the Company, then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 11 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence obligations under its Note Guarantee. (e) Upon the release of such Guaranteeing Subsidiary from its Obligations the Guarantor’s guarantee under all applicable Triggering Indebtedness, each Guarantor will be released and relieved of any obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on and Additional Interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition (including by way of merger or consolidation) include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest (including Contingent Interest and Additional Interest, if any) on the Notes CODES and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Excluded Subsidiary in accordance with the terms of the IndentureIndenture and the indentures governing the Outstanding Senior Subordinated Notes as the same are in effect on the date of the Indenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), such Guaranteeing Subsidiary shall be released and relieved of all of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureIndenture and the indentures governing, including without limitation Section 4.07 the Outstanding Senior Subordinated Notes as the same are in effect on the date of the IndentureIndenture (whether or not those indentures are subsequently amended, waived, modified or terminated or expire and whether or not any of those notes continue to be outstanding), the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes CODES and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary Upon any Guarantor being released from its guarantees of, and all pledges and security interests granted in connection with, Indebtedness of the Company or any of its Subsidiaries (other than a Foreign Subsidiary), such Guarantor shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Company or a Restricted Subsidiary of the Company, then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 11 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Note Guarantee. (e) If a Guarantor ceases to be a Significant Restricted Subsidiary, such Guarantor will be released and relieved of any obligations under its Note Guarantee, but if and only if at that time such Guarantor is not a Guarantor under any Credit Facility. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, interest and interest on Special Interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock The Note Guarantee of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall Subsidiary Guarantor will be released; provided that in the event of an Asset Sale, the Net Proceeds and such Subsidiary Guarantor will be released from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition and relieved of all of the Capital Stock of such Guaranteeing Subsidiaryits obligations under its Note Guarantee and this Indenture: (1) in connection with any sale, disposition or the Person acquiring the property (in the event of a sale or other disposition transfer of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleParent, the Net Proceeds from such sale Issuer or other a Restricted Subsidiary of Parent, if the sale, disposition are treated in accordance with or transfer does not violate the provisions first paragraph of Section 4.10 4.10; (2) in connection with any sale, disposition or transfer of all of the Indenture. Upon delivery by the Company Capital Stock of that Subsidiary Guarantor to the Trustee of an Officers' Certificate a Person that is not (either before or after giving effect to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenturetransaction) Parent, the Trustee shall execute any documents reasonably required in order to evidence Issuer or a Restricted Subsidiary of Parent, if the release sale, disposition or transfer does not violate the first paragraph of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.Section 4.10; (b3) Upon if the designation of Issuer designates any Restricted Subsidiary that is a Guaranteeing Subsidiary as Guarantor to be an Unrestricted Subsidiary in accordance with the terms applicable provisions of the this Indenture, ; (4) upon Legal Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 12 hereof; or (5) at such Guaranteeing time as such Subsidiary shall be released and relieved of its Obligations under its Guarantor does not have any Indebtedness outstanding that would have required such Subsidiary Guarantor to enter into a Note Guarantee and this Supplemental Indenturepursuant to Section 4.19. Upon delivery by the Company Issuer to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation a release of such Guaranteeing a Subsidiary as an Unrestricted Subsidiary was made by the Company Guarantor in accordance with the provisions of the Indenture, including without limitation this Section 4.07 of the 11.05 is authorized or permitted by this Indenture, the Trustee shall will, upon the request and at the expense of the Issuer, execute any 105 documents reasonably required requested by the Issuer in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under its Note Guarantee and this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. A Subsidiary Guarantee of a Subsidiary Guarantor shall be automatically and unconditionally released and discharged upon: (a) Concurrently with any sale of assets (includingsale, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale transfer or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of does not violate Section 4.10 of the this Indenture. Upon delivery ; (b) any sale, transfer or other disposition of Capital Stock of such Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if after such sale, transfer or disposition, the Subsidiary Guarantor would cease to be a Restricted Subsidiary and the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made does not violate Section 4.10 of this Indenture; (c) the exercise by the Company of its Legal Defeasance option or its Covenant Defeasance option or the Guaranteeing Subsidiary, as the case may besatisfaction and discharge of this Indenture, in accordance with each case as provided under Article VIII; (d) the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations proper designation of such Guaranteeing Subsidiary under Guarantor by the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary Company as an Unrestricted Subsidiary in accordance with the terms of this Indenture; or (e) the IndentureSubsidiary Guarantor ceasing to guarantee any Debt of the Company or a Subsidiary Guarantor under, such Guaranteeing Subsidiary shall or be released a borrower under, the Revolving Credit Facility and relieved no Event of its Obligations under its Subsidiary Guarantee Default has occurred and this Supplemental Indentureis continuing. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation all conditions precedent to the release of such Guaranteeing a Subsidiary as an Unrestricted Guarantor’s Subsidiary was made by the Company Guarantee set forth in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenturethis Indenture have been satisfied, the Trustee shall execute any documents reasonably required requested by the Company in writing in order to evidence the release of such Guaranteeing any Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under in this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.Article X.

Releases. (a) Concurrently If in connection with any sale of assets (including, if applicable, all the exercise of the Capital Stock First Lien Collateral Agent’s remedies in respect of a Guaranteeing Subsidiary)the Collateral, all the First Lien Collateral Agent, for itself or on behalf of any of the First Lien Claimholders, releases any of its Liens on any part of the Collateral or releases any Guarantor from its obligations under its guaranty of the First Lien Obligations, then the Liens, if any, in favor of the Trustee in Subordinated Collateral Trustee, for itself or for the assets sold thereby benefit of the Subordinated Lien Claimholders, on such Collateral, and the obligations of such Guarantor under its guaranty of the Subordinated Lien Obligations, shall be automatically, unconditionally and simultaneously released; provided that . The Subordinated Collateral Trustee, for itself or on behalf of any such Subordinated Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Guarantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Guarantor may request to effectively confirm such release. (b) If in the event of an Asset Saleconnection with any sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiarylease, then the Guaranteeing Subsidiary (in the event of a sale exchange, transfer or other disposition of all any Collateral by any Grantor (collectively, a “Disposition”) permitted under the terms of the Capital Stock First Lien Documents and not expressly prohibited under the terms of the Subordinated Lien Documents (other than in connection with the exercise of the First Lien Collateral Agent’s remedies in respect of the Collateral which shall be governed by Section 5.1(a) above), the First Lien Collateral Agent, for itself or on behalf of any of the First Lien Claimholders, releases any of its Liens on any part of the Collateral, or releases any Guarantor from its obligations under its guaranty of the First Lien Obligations, in each case other than (A) in connection with the Discharge of First Lien Obligations and (B) after the occurrence and during the continuance of any “Event of Default” under a Subordinated Lien Document, then the Liens, if any, of the Subordinated Collateral Trustee, for itself or for the benefit of the Subordinated Lien Claimholders, on such Collateral, and the obligations of such Guaranteeing SubsidiaryGuarantor under its guaranty of the Subordinated Lien Obligations, shall be automatically, unconditionally and simultaneously released. The Subordinated Collateral Trustee, for itself or on behalf of any such Subordinated Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Guarantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Guarantor may request to effectively confirm such release. (c) Until the Discharge of First Lien Obligations occurs, the Subordinated Collateral Trustee, for itself and on behalf of the Subordinated Lien Claimholders, hereby irrevocably constitutes and appoints the First Lien Collateral Agent and any officer or agent of the First Lien Collateral Agent, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of the Subordinated Collateral Trustee or such holder or in the First Lien Collateral Agent’s own name, from time to time in the First Lien Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary to accomplish the purposes of this Section 5.1, including any endorsements or other instruments of transfer or release. (d) Until the Discharge of First Lien Obligations occurs, to the extent that the First Lien Collateral Agent or the Person acquiring First Lien Claimholders (i) have released any Lien on Collateral or any Guarantor from its obligation under its guaranty and any such Liens or guaranty are later reinstated or (ii) obtain any new liens or additional guarantees from any Guarantor, then the property (in Subordinated Collateral Trustee, for itself and for the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) Subordinated Lien Claimholders, shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in granted a Lien on any such Collateral, subject to the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the lien subordination provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of this Agreement, and an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiaryadditional guaranty, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing transaction) the Company or a Restricted Subsidiary) shall , then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, and such Guarantor ceases to be a Restricted Subsidiary as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 11 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence obligations under its Note Guarantee. (e) Upon the release of such Guaranteeing Subsidiary from its Obligations the Guarantor’s guarantee under all applicable Triggering Indebtedness, each Guarantor will be released and relieved of any obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Subsidiary Guarantee of a Guarantor shall be released automatically: (i) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved the Company or a Subsidiary of its Obligations under this Supplemental Indenture and its the Company; (ii) in connection with any sale or other disposition of capital stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary Guarantee made pursuant hereto; provided that in of the event of an Asset SaleCompany, the Net Proceeds from if following such sale or other disposition are treated in accordance with the provisions of Section 4.10 disposition, that Guarantor is not a direct or indirect Subsidiary of the Company; (iii) upon defeasance or satisfaction and discharge of the Notes as provided in Sections 8.01 [Option to Effect Legal Defeasance or Covenant Defeasance], 8.02 [Legal Defeasance and Discharge], 8.03 [Covenant Defeasance], 8.04 [Conditions to Legal or Covenant Defeasance] and 11.01 [Satisfaction and Discharge] hereof; (iv) upon the dissolution of a Guarantor that is permitted under this Indenture. ; or (v) otherwise with respect to the Subsidiary Guarantee of any Guarantor: (1) upon the prior consent of Holders of at least a majority in aggregate principal amount of the Notes then outstanding; or (2) if the Company has indebtedness outstanding under the Credit Facility, upon the release of such Subsidiary Guarantor’s Guarantee of all obligations of the Company under the Credit Facility, or the Credit Facility (or a successor thereto) is amended, refinanced, extended, substituted, replaced or renewed without such Guarantor being a guarantor of the indebtedness thereunder, or if the Credit Facility is otherwise terminated. (b) The Subsidiary Guarantee of a Guarantor shall be released with respect to the Notes automatically upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge of this Indenture pursuant to Articles 8 [LEGAL DEFEASANCE AND COVENANT DEFEASANCE] and 11 [SATISFACTION AND DISCHARGE] hereof. (c) Upon delivery by the Company to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel to the effect that such sale the action or other disposition event giving rise to the applicable release has occurred or was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantee. (d) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it Guarantee as provided in this Section 10.05 [Releases] shall remain liable for the full amount of principal of of, premium, if any, and interest on on, the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10 [Subsidiary Guarantees]. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Note Guarantee of a Guarantor will be automatically released: (a1) Concurrently in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of a Subsidiary Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved Solera or a Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that Solera; (2) in the event of an Asset Sale, the Net Proceeds from such connection with any sale or other disposition are treated in accordance with of Capital Stock of a Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) Solera or a Subsidiary of Solera, if the provisions Subsidiary Guarantor ceases to be a Subsidiary of Section 4.10 Solera as a result of the Indenture. Upon delivery sale or other disposition; (3) upon Legal Defeasance or Covenant Defeasance as provided under Article 8 hereof or satisfaction and discharge of this Indenture as provided under Article 11 hereof; (4) in the case of a Subsidiary Guarantor that becomes an Excluded Subsidiary, upon receipt by the Company to the Trustee of an Officers' Officer’s Certificate to the effect certifying that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary Guarantor has become an Excluded Subsidiary, as the case may be, in accordance with the provisions ; (5) all Note Guarantees of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture Guarantors during a Suspension Period as provided in this Supplemental Indenture.Section 4.12 hereof; or (b6) Upon in the designation case of any Subsidiary Guarantor which was required to provide a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with Note Guarantee after the terms issue date of the IndentureNotes as provided by Section 4.07 hereof, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions release or discharge of the Indenture, including without limitation Section 4.07 Guarantee by such Subsidiary of all Indebtedness of the IndentureIssuer or any Subsidiary or the repayment of all the Indebtedness, the Trustee shall execute any documents reasonably required in order each case, which resulted in an obligation to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary provide a Note Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with Notwithstanding the provisions of Section 4.10 10.04 hereof, a Subsidiary Guarantor will be released automatically and relieved of any obligations under its Subsidiary Guarantee: (1) upon the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) the Company or an Affiliate of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated complies with Sections 3.08 and 4.10 hereof and the Subsidiary Guarantor either no longer has any Indebtedness (other than its Subsidiary Guarantee) after compliance with such Sections or it would be permitted at the time of such release to incur all of its then outstanding Indebtedness in accordance compliance with Section 4.09 hereof; (2) upon the provisions sale of Section 4.10 all of the Indenture. Capital Stock of such Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, if the sale complies with Sections 3.08 and 4.10 hereof; (3) upon the legal defeasance of the Notes as described in Article 8 hereof; or (4) upon (i) the merger of such Subsidiary Guarantor into the Company or another Subsidiary Guarantor; (ii) the dissolution of the Subsidiary Guarantor into the Company or another Subsidiary Guarantor; or (iii) the transfer of all or substantially all of the assets of such Subsidiary Guarantor to the Company or another Subsidiary Guarantor; or (5) at the option of the Company, if at any time the Subsidiary Guarantor has no Indebtedness outstanding other than its Subsidiary Guarantee or, assuming it ceased to be a Subsidiary Guarantor but continued to be a Restricted Subsidiary of the Company following such release, it would be permitted at the time of such release to incur all of its then outstanding Indebtedness in compliance with Section 4.09 hereof. (b) Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made and, if requested by the Company or the Guaranteeing SubsidiaryTrustee, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation one of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company events described in Section 10.05(a) hereof has occurred in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenturethis Indenture with respect to any Subsidiary Guarantor, the Trustee shall will execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Company shall have the right to optionally prepay Revolving Loans in whole at any time and in part at any time so long as no Default, Early Amortization Event or Event of Default has occurred and is continuing or will result therefrom. In connection with any sale of assets (including, if applicable, all of the Capital Stock of such prepayment or a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Permitted Asset Sale, the Net Proceeds from such sale Company may request a Release in connection therewith (i) at any time but only in connection with a Whole Loan Sale, Securitization Transaction or a Permitted Asset Sale described in clauses (a) and (b) of the definition thereof or (ii) with respect to any other disposition are treated Permitted Asset Sale, only after the occurrence of the first anniversary of the Closing Date, in each case subject to the terms of this Section 2.6. The Company may request a Release described in clause (i) or (ii) above on any Business Day (a “Release Date”) by delivering to the Administrative Agent and the Collateral Agent by not later than 3:00 p.m. New York City time at least two (2) Business Days prior to the requested Release Date, written notice substantially in the form of Exhibit I (a “Release Notice”) (which Release Notice the Administrative Agent shall promptly make available to the Lenders in accordance with its customary practice). In connection with (A) any prepayment made on or after the provisions of Section 4.10 first anniversary of the Indenture. If the assets sold Closing Date, or (B) any Release described in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary clause (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiaryi) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiaryii) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee above made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of this Section 2.6, the IndentureCompany may elect to reduce the Revolving Commitments, pro rata based on each Lender’s Pro Rata Share (each such Guaranteeing Subsidiary election, a “Commitment Reduction” and each such amount, a “Commitment Reduction Amount”) and such Commitment Reduction shall be released effective upon the date of such prepayment or the related Release on the Release Date, as applicable. Each Release Notice shall be irrevocable and relieved effective upon receipt; provided further that if such Release Notice is delivered more than two Business Days prior to the requested Release Date, it shall be revocable, without penalty, through the close of its Obligations under its Subsidiary Guarantee and this Supplemental Indenturebusiness on the Business Day preceding such second prior Business Day. Upon delivery by By not later than 3:00 p.m. New York City time at least one Business Day prior to the requested Release Date, the Company shall deliver to the Trustee Administrative Agent and the Collateral Agent, a written notice substantially in the form of an Officers' Certificate and an Opinion of Counsel Exhibit J (a “Release Letter”) (which document the Administrative Agent shall promptly make available to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Lenders in accordance with its customary practice), confirming the provisions Release Date and setting forth certain information related to the distribution of the Indenturefunds on such Release Date and, including without limitation Section 4.07 of the Indentureif applicable, the Trustee shall execute any documents reasonably required in order to evidence the release Release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereincertain Receivables. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' " Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' " Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Guarantee of the Guaranteeing Subsidiary shall be automatically and unconditionally released and discharged, and no further action by the Guaranteeing Subsidiary, the Issuer or the Trustee is required for the release of the Guaranteeing Subsidiary’s Guarantee, upon (a) Concurrently with receipt by the Trustee of a notification from the Issuer that such Guarantee be released and (b) the occurrence of any sale of assets the following: (includinga) any direct or indirect sale, if applicableexchange, all disposition or other transfer (including by merger, consolidation or otherwise) of the Capital Stock of a the Guaranteeing Subsidiary), all Liensafter which the Guaranteeing Subsidiary is no longer a Restricted Subsidiary, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee which sale, exchange, disposition or other transfer is made pursuant hereto. If in a manner not in violation of the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for applicable provisions of the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.; (b) Upon the release or discharge of the guarantee by the Guaranteeing Subsidiary of the Senior Credit Facilities or the guarantee which resulted in the creation of such Guarantee, in each case except a release or discharge by or as a result of payment under such guarantee; (c) designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations provisions set forth under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, Indenture and the Trustee shall execute any documents reasonably required in order to evidence definition of “Unrestricted Subsidiary”; (d) the release Issuer’s exercise of such Guaranteeing Subsidiary from its Obligations legal defeasance option or covenant defeasance option as described under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for Article VIII of the full amount of principal of and interest on Indenture or the Notes and for the other Obligations of any Guaranteeing Subsidiary Issuer’s obligations under the Indenture as provided herein.being discharged in a manner not in violation of Article XI; or (ce) Each Guaranteeing Subsidiary shall the occurrence of a Covenant Suspension Event as described in Section 4.15 of the Indenture; provided that such Guarantee will be released and relieved of its obligations under this Supplemental Indenture reinstated upon the applicable Reversion Date in accordance with, and subject to, with Section 4.18 4.15(c) of the Indenture.

Releases. The Note Guarantee or the obligations under Section 10.04 hereof of a Guarantor that is a Restricted Subsidiary will be released: (a) Concurrently in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved that Subsidiary Guarantor (including by way of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in merger, amalgamation, arrangement, winding-up, consolidation or liquidation), if the event of an Asset Sale, Company applies the Net Proceeds from such of that sale or other disposition are treated in accordance with Section 4.07 hereof to the provisions extent required thereby; (b) in connection with any sale, transfer or other disposition of Section 4.10 all of the IndentureCapital Stock of a Subsidiary Guarantor following which such Subsidiary Guarantor is no longer a Subsidiary, if the Company applies the Net Proceeds thereof in accordance with Section 4.07 hereof to the extent required thereby; (c) so long as no Event of Default has occurred and is continuing, if such Subsidiary Guarantor would constitute an Excluded Subsidiary under clause (c) or (d) of the definition of “Excluded Subsidiary,” upon the delivery of an Officers’ Certificate to the Trustee certifying that such Subsidiary Guarantor is an Excluded Subsidiary under such clause; or (d) upon a Legal Defeasance or Covenant Defeasance or upon satisfaction and a discharge of this Indenture in accordance with Article 11. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture4.07 hereof, the Trustee shall at the written request of the Company execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantees. If the Guaranteeing Subsidiary is Any Guarantor not released from its obligations under its Subsidiary Guarantee, it Note Guarantee shall remain liable for the full amount of principal of of, premium and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the this Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary Guarantor or all of the Capital Stock of a Guaranteeing SubsidiaryGuarantor, then the Guaranteeing Subsidiary Guarantor (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing SubsidiaryGuarantor) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 77 of the this Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryGuarantor, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including including, without limitation, Section 4.10 of the this Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary Guarantor is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest and Additional Amounts, if any, on the Notes and for the other obligations of such Guaranteeing Subsidiary Guarantor under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary Guarantors as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary Guarantor shall be released and relieved of its Obligations obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the this Indenture, including without limitation Section 4.07 of the Indenturehereof, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary Guarantor shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenturehereof.

Releases. (a) Concurrently The Subsidiary Guarantee of a Subsidiary Guarantor will be released automatically: (1) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) the Company or an Affiliate of its Obligations under this Supplemental Indenture and its the Company; (2) in connection with any sale or other disposition of Capital Stock of such Subsidiary Guarantee made pursuant hereto; provided Guarantor to a Person that in is not (either before or after giving effect to such transaction) the event Company or an Affiliate of an Asset Salethe Company, the Net Proceeds from if following such sale or other disposition are treated in accordance with the provisions of Section 4.10 disposition, such Subsidiary Guarantor is not a direct or indirect Subsidiary of the Indenture. Company; (3) upon the release, discharge or termination of such Subsidiary Guarantor’s guarantee of all obligations of the Company under the Credit Agreement; (4) if such Subsidiary Guarantor has become a guarantor of any Additional Indebtedness, upon the release, discharge or termination of such Subsidiary Guarantor’s guarantee of all obligations of the Company under such Additional Indebtedness; or (5) upon defeasance or satisfaction and discharge of the Notes as provided in Article 8 and Article 11 hereof. (b) Upon delivery by the Company to the Trustee of an Officers' Officer’s Certificate to the effect that such sale the action or other disposition was made event giving rise to a release has occurred as specified above, the Trustee shall, upon receipt by it of the documents described in Section 12.02 hereof, execute any documents reasonably requested by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Guarantee. (c) Any Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 10.04 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with If, at any sale time any Grantor or the holder of assets any Senior Lender Claim delivers notice to each Second-Priority Agent that any specified Common Collateral (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include including all or substantially all of the assets equity interests of a Guaranteeing Subsidiary Grantor or all any of its Subsidiaries) is sold, transferred or otherwise disposed of: (i) by the owner of such Common Collateral in a transaction permitted under the Senior Credit Agreement, the 1-1/2 Lien Notes Indenture and each other Second-Priority Document (if any); or (ii) during the existence of any Event of Default under (and as defined in) the Senior Credit Agreement to the extent the Intercreditor Agent has consented to such sale, transfer or disposition: then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of the Capital Stock Second-Priority Secured Parties upon such Collateral will automatically be released and discharged as and when, but only to the extent, such Liens on such Collateral securing Senior Lender Claims are released and discharged. Upon delivery to each Second-Priority Agent of a Guaranteeing Subsidiarynotice from the Intercreditor Agent stating that any release of Liens securing or supporting the Senior Lender Claims has become effective (or shall become effective upon each Second-Priority Agent’s release), then the Guaranteeing Subsidiary (in the event of a sale each Second-Priority Agent will promptly execute and deliver such instruments, releases, termination statements or other disposition of all documents confirming such release on customary terms. In the case of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets equity interests of a Grantor or any of its Subsidiaries, the guarantee in favor of the Second-Priority Secured Parties, if any, made by such Guaranteeing Subsidiary) shall Grantor or Subsidiary will automatically be released from and relieved of its Obligations under this Supplemental Indenture discharged as and its Subsidiary Guarantee made pursuant hereto; provided that in when, but only to the event of an Asset Saleextent, the Net Proceeds from guarantee by such sale Grantor or other disposition are treated in accordance with the provisions Subsidiary of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture Senior Lender Claims is released and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenturedischarged. (b) Upon Each Second-Priority Agent, for itself and on behalf of each applicable Second-Priority Secured Party, hereby irrevocably constitutes and appoints the designation Intercreditor Agent and any officer or agent of a Guaranteeing Subsidiary the Intercreditor Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of each Second-Priority Agent or such holder or in the Intercreditor Agent’s own name, from time to time in the Intercreditor Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments that may be necessary or desirable to accomplish the Indenture, such Guaranteeing Subsidiary shall be released and relieved purposes of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureSection 5.1, including without limitation Section 4.07 any termination statements, endorsements or other instruments of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransfer or release. (c) Each Guaranteeing Subsidiary Unless and until the Discharge of Senior Lender Claims has occurred, each Second-Priority Agent, for itself and on behalf of each applicable Second-Priority Secured Party, hereby consents to the application, whether prior to or after a default, of Deposit Account Collateral or proceeds of Common Collateral to the repayment of Senior Lender Claims pursuant to the Senior Credit Agreement; provided that nothing in this Section 5.1(c) shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 construed to prevent or impair the rights of the IndentureSecond-Priority Agents or the Second-Priority Secured Parties to receive proceeds in connection with the Second-Priority Claims not otherwise in contravention of this agreement.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock The Note Guarantee of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall Subsidiary Guarantor will be released; provided that in the event of an Asset Sale, the Net Proceeds and such Subsidiary Guarantor will be released from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition and relieved of all of the Capital Stock of such Guaranteeing Subsidiaryits obligations under its Note Guarantee and this Indenture: (1) in connection with any sale, disposition or the Person acquiring the property (in the event of a sale or other disposition transfer of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleParent, the Net Proceeds from such sale Issuer or other a Restricted Subsidiary of Parent, if the sale, disposition are treated in accordance with or transfer does not violate the provisions first paragraph of Section 4.10 4.10; (2) in connection with any sale, disposition or transfer of all of the Indenture. Upon delivery by the Company Capital Stock of that Subsidiary Guarantor to the Trustee of an Officers' Certificate a Person that is not (either before or after giving effect to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenturetransaction) Parent, the Trustee shall execute any documents reasonably required in order to evidence Issuer or a Restricted Subsidiary of Parent, if the release sale, disposition or transfer does not violate the first paragraph of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.Section 4.10; (b3) Upon if the designation of Issuer designates any Restricted Subsidiary that is a Guaranteeing Subsidiary as Guarantor to be an Unrestricted Subsidiary in accordance with the terms applicable provisions of the this Indenture, ; (4) upon Legal Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 12 hereof; or (5) at such Guaranteeing time as such Subsidiary shall be released and relieved of its Obligations under its Guarantor does not have any Indebtedness outstanding that would have required such Subsidiary Guarantor to enter into a Note Guarantee and this Supplemental Indenturepursuant to Section 4.19. Upon delivery by the Company Issuer to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation a release of such Guaranteeing a Subsidiary as an Unrestricted Subsidiary was made by the Company Guarantor in accordance with the provisions of the Indenture, including without limitation this Section 4.07 of the 11.05 is authorized or permitted by this Indenture, the Trustee shall will, upon the request and at the expense of the Issuer, execute any documents reasonably required requested by the Issuer in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under its Note Guarantee and this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Company shall have the right to optionally prepay Revolving Loans in whole at any time and in part at any time so long as no Default, Early Amortization Event or Event of Default has occurred and is continuing or will result therefrom. In connection with any sale of assets (including, if applicable, all of the Capital Stock of such prepayment or a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Permitted Asset Sale, the Net Proceeds from such sale Company may request a Release in connection therewith (i) at any time but only in connection with a Whole Loan Sale, Securitization Transaction or a Permitted Asset Sale described in clauses (a) and (b) of the definition thereof or (ii) with respect to any other disposition are treated Permitted Asset Sale, only after the occurrence of the first anniversary of the Closing Date, in each case subject to the terms of this Section 2.6. The Company may request a Release described in clause (i) or (ii) above on any Business Day (a “Release Date”) by delivering to the Administrative Agent and the Collateral Agent by not later than 3:00 p.m. New York City time at least two (2) Business Days prior to the requested Release Date, written notice substantially in the form of Exhibit I (a “Release Notice”) (which Release Notice the Administrative Agent shall promptly make available to the Lenders in accordance with its customary practice). In connection with (A) any prepayment made on or after the provisions of Section 4.10 first anniversary of the Indenture. If the assets sold Closing Date, or (B) any Release described in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary clause (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiaryi) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiaryii) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee above made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of this Section 2.6, the IndentureCompany may elect to reduce the Revolving Commitments, pro rata based on each Lender’s Pro Rata Share (each such Guaranteeing Subsidiary election, a “Commitment Reduction” and each such amount, a “Commitment Reduction Amount”) and such Commitment Reduction shall be released effective upon the date of such prepayment or the related Release on the Release Date, as applicable. Each Release Notice shall be irrevocable and relieved effective upon receipt; provided further that if such Release Notice is delivered more than two Business Days prior to the requested Release Date, it shall be revocable, without penalty, through the close of its Obligations under its Subsidiary Guarantee and this Supplemental Indenturebusiness on the Business Day preceding such second prior Business Day. Upon delivery by By not later than 3:00 p.m. New York City time at least one Business Day prior to the requested Release Date, the Company shall deliver to the Trustee Administrative Agent and the Collateral Agent, a written notice substantially in the form of an Officers' Certificate and an Opinion of Counsel Exhibit J (a “Release Letter”) (which document the Administrative Agent shall promptly make available to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Lenders in accordance with its customary practice), confirming the provisions Release Date and setting forth certain information related to the distribution of the Indenturefunds on such Release Date and, including without limitation Section 4.07 of the Indentureif applicable, the Trustee shall execute Release of certain Receivables. Company will select no more than a pro rata share (by Outstanding Principal Balance) of Delinquent Receivables for any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinRelease. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. Notwithstanding Section 3 above, if: (ai) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of Subsidiary Guarantor ceases to be a Guaranteeing Subsidiary), all Liens, if any, Restricted Subsidiary in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance compliance with the applicable provisions of Section 4.10 of the Indenture. If ; (ii) the assets sold in such sale or other disposition include Securities are defeased and discharged pursuant to Section 1502 of the Indenture; or (iii) all or substantially all of the assets of a Guaranteeing the Subsidiary Guarantor or all of the Capital Stock of the Subsidiary Guarantor are sold (including by issuance, amalgamation, merger, consolidation or otherwise) by the Company or any Restricted Subsidiary in a Guaranteeing Subsidiarytransaction constituting an Asset Disposition and in which the Net Available Proceeds from such Assets Disposition are applied in accordance with requirements of Section 1013 of the Indenture, then and, in each case of (i), (ii) or (iii), upon delivery by the Guaranteeing Subsidiary (Company of an Officers' Certificate and an Opinion of Counsel stating that all conditions precedent contained in the event of a sale or other disposition of all Indenture provided for relating to the release of the Capital Stock Subsidiary Guarantor from its obligations under the Subsidiary Guarantee and Article Twelve of such Guaranteeing Subsidiary) the Indenture have been complied with, the Subsidiary Guarantor or the Person acquiring the property such assets (in the event of a sale or other disposition of all or substantially all of the assets or Capital Stock of such Guaranteeing SubsidiarySubsidiary Guarantor) shall be released from and relieved discharged of its Obligations obligations under this Supplemental Indenture and its the Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions and under Article Twelve of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 any action on the part of the IndentureTrustee or any Holder, and the Trustee shall execute any documents reasonably required in order to evidence acknowledge the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released Guarantor from its obligations under its the Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest Guarantee endorsed on the Notes Securities and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article Twelve of the Indenture.

Releases. (a) Concurrently Any Guarantor shall be released and relieved of any obligations under its Note Guarantee, (i) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) or a Restricted Subsidiary of the Person acquiring Company, if the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved Capital Stock of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance Guarantor complies with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, including the Trustee shall execute any documents reasonably required in order to evidence the release application of the Guaranteeing Net Proceeds therefrom; (ii) in connection with the merger or consolidation of AHS Albuquerque Regional Medical Center, LLC, AHS West Mesa Hospital, LLC, AHS Albuquerque Rehabilitation Hospital, LLC, AHS Northeast Heights Hospital, LLC, AHS Albuquerque Physician Group, LLC and Mesilla Valley Hospital with, or into, ▇▇▇▇▇▇▇▇ Health Systems, Inc., if (A) the surviving Person is an HMO Subsidiary and is prohibited from its Obligations providing a full and unconditional Guarantee of the Notes; (B) no such Subsidiary Guarantor has outstanding at the time of such consolidation or merger any indebtedness other than Indebtedness that it would otherwise be permitted to incur at such time as a Restricted Subsidiary that is not a Subsidiary Guarantor under this Supplemental Indenture Section 4.08 of the Indenture; and its (C) the Company complies with Section 4.12 of the Indenture; or (iii) if the Company designated such Subsidiary Guarantee made pursuant hereto. If Guarantor as an Unrestricted Subsidiary in accordance with the Guaranteeing Subsidiary is Indenture. (b) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it Note Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 10 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in In the event of a sale or other disposition of all of the' assets of any Senior Subordinated Note Guarantor, by way of merger, consolidation or other-wise, or a sale or other disposition of all to the Capital Stock capital stock of any Senior Subordinated Note Guarantor, then such Senior Subordinated Note Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySenior Subordinated Note Guarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subordinated Subsidiary Guarantee made pursuant heretoGuarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of the Senior Subordinated Note Indenture, including without limitation Section 4.10 of the Senior Subordinated Note Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Senior Subordinated Note Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary sale or other disposition was made by the Company in accordance with the provisions of the Senior Subordinated Note Indenture, including without limitation Section 4.07 4. 10 of the Senior Subordinated Note Indenture, the Senior Subordinated Note Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary any Senior Subordinated Note Guarantor from its Obligations obligations under its Subordinated Subsidiary Guarantee. . (b) Any Guaranteeing Subsidiary Senior Subordinated Note Guarantor not released from its Obligations obligations under its Subordinated Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Senior Subordinated Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Senior Subordinated Note Guarantor under the Senior Subordinated Note Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article I of the Senior Subordinated Note Indenture.

Releases. (a) Concurrently The Note Guarantee of a Guarantor and the Orion Limited Guaranty shall be released automatically and all security interests granted by that Guarantor or granted in such Guarantor's Capital Stock to the Collateral Trustee shall be released with respect to the Note Obligations: (1) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the assets or Capital Stock of that Guarantor or Orion Power Holdings, Inc. (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) the Company or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all Restricted Subsidiary of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such of the sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation, Section 4.10 hereof, and the Collateral Trust Agreement without limiting any other rights of the Company hereunder; (2) if the Company designates Orion Power Holdings, Inc. or any Restricted Subsidiary that is a Guarantor to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture. ; (3) upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge of the Indenture pursuant to Article 13 hereof; (4) upon a dissolution of that Guarantor or Orion Power Holdings, Inc. that is permitted under Section 4.14 hereof; or (5) upon written request of the Company, if that Guarantor or Orion Power Holdings, Inc. has been or will be concurrently released from its guarantee of all other Indebtedness of the Company; provided that all Liens on the Excluded Securities issued by such Guarantor or Orion Power Holdings, Inc. securing any such Indebtedness have been or are concurrently released. (b) Upon delivery by the Company to the Trustee of an Officers' Officer's Certificate and an Opinion of Counsel to the effect that such sale the action or other disposition event giving rise to the applicable release has occurred or was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the this Indenture and this Supplemental Indenturethe Collateral Trust Agreement, including without limitation, Section 4.10 of the Indentureas applicable, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Note Guarantee made pursuant hereto. If or Orion Power Holdings, Inc. from its obligations under the Guaranteeing Subsidiary is Orion Limited Guaranty, as applicable; (c) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee will remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 12. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with Notwithstanding the provisions of Section 4.10 4 hereof, the Subsidiary Guarantor will be released automatically and relieved of any obligations under its Subsidiary Guarantee: (i) upon the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) the Company or an Affiliate of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated complies with Sections 3.08 and 4.10 of the Indenture and the Subsidiary Guarantor either no longer has an Indebtedness (other than the Subsidiary Guarantee) after compliance with such Sections or it would be permitted at the time of such release to incur all of its then outstanding Indebtedness in accordance compliance with Section 4.09 of the provisions Indenture, (ii) upon the sale of Section all of the Capital Stock of the Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, if the sale complies with Sections 3.08 and 4.10 of the Indenture. Upon delivery by ; (iii) upon the Company to legal defeasance of the Trustee Notes as described in Article 8 of an Officers' Certificate to the effect that such sale or other disposition was made by Indenture; (iv) upon (a) the merger of the Subsidiary Guarantor into the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing another Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. Guarantor; (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms dissolution of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by Guarantor into the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing or another Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. Guarantor; or (c) Each Guaranteeing the transfer of all or substantially all of the assets of the Subsidiary shall Guarantor to the Company or another Subsidiary Guarantor; or (v) at the option of the Company, if at any time the Subsidiary Guarantor has no Indebtedness outstanding other than the Subsidiary Guarantee or, assuming it ceased to be released and relieved a Subsidiary Guarantor but continued to be a Restricted Subsidiary of the Company following such release, it would be permitted at the time of such release to incur all of its obligations under this Supplemental Indenture then outstanding Indebtedness in accordance with, and subject to, compliance with Section 4.18 of the Indenture.4.09

Releases. (a) Concurrently The Guaranteeing Subsidiary will be released and relieved of any obligations under its Note Guarantee: (i) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary to a Person that is not (either before or after giving effect to such transaction) shall be released from and relieved an Affiliate of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that the Company in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance compliance with the provisions of Section 4.10 Article Fourteen of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that ; or (ii) if such sale Guaranteeing Subsidiary consolidates with or merges with or into another Person other disposition was made by than the Company or the Guaranteeing Subsidiary, as the case may be, another Guarantor in accordance compliance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 Article Fourteen of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the such Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guaranteethe surviving Person, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of or (iii) if such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bwould not otherwise be required to provide a Note Guarantee pursuant to Section 1010(vi) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released or (iv) upon legal defeasance of the Company's and relieved all Guarantors' obligations pursuant to Section 1302 of its Obligations under its Subsidiary Guarantee the Indenture or upon satisfaction and this Supplemental discharge of the Indenture pursuant to Section 401 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation one of such the foregoing requirements has been satisfied and that the conditions to the release of the Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation under this Section 4.07 of the Indenture5 have been satisfied, the Trustee shall execute any documents reasonably required in order to evidence the release of such the Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Note Guarantee. Any . (b) Until release from its obligations under its Note Guarantee, the Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of of, premium, if any, and interest on the Notes and for the other Obligations obligations of any such Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article Fourteen of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Company or a Restricted Subsidiary of the Company, then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 11 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on and Special Interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of this Indenture needs to be applied in accordance therewith at such time). If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureIndenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of this Indenture needs to be applied in accordance therewith at such time). Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations Obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations Obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the IndentureIndenture or upon the release of a Guarantor from its Guarantees of, and all pledges and security interests granted in connection with, all other Indebtedness of the Company or any of their Restricted Subsidiaries, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 4.13 of the Indenture.

Releases. The Note Guarantee of each Guaranteeing Subsidiary under the Indenture and the Notes, and the obligations of such Note Guarantor under the Collateral Documents and Intercreditor Agreement shall be automatically and unconditionally released and discharged, and no further action by such Guaranteeing Subsidiary, Holdings, Intermediate Holdings, the Issuers, the Trustee or the Collateral Agent is required for the release of such Guaranteeing Subsidiary’s Guarantee, upon: (a) Concurrently with any sale of assets the sale, disposition or other transfer (including, if applicable, all including through merger or consolidation) of the Capital Stock of (including any sale, disposition or other transfer following which a Guaranteeing Subsidiary is no longer a Restricted Subsidiary), all Liensof such Guaranteeing Subsidiary if such sale, if any, disposition or other transfer is made in favor compliance with the applicable provisions of the Trustee in Indenture; (b) the assets sold thereby shall Issuer designating such Guaranteeing Subsidiary to be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated Unrestricted Subsidiary in accordance with the provisions set forth under Section 4.07 of the Indenture and the definition of “Unrestricted Subsidiary”; (c) the release or discharge of such Restricted Subsidiary from (x) its guarantee of Indebtedness under the Credit Agreement (including by reason of the termination of the Credit Agreement but only if the Liens on the Notes are also released at such time as described under Section 4.10 14.07) and/or (y) the guarantee of Indebtedness of the Issuer or any Restricted Subsidiary of the Issuer or such Restricted Subsidiary or the repayment of the Indebtedness or Disqualified Stock (except in each case a discharge or release by or as a result of payment under such guarantee) that resulted in the obligation to guarantee the Notes, in the case of each of clauses (x) and (y) if such Guaranteeing Subsidiary would not then otherwise be required to guarantee the Notes pursuant to the Indenture; provided, that if such Person has incurred any Indebtedness or issued any Disqualified Stock in reliance on its status as a Note Guarantor under Section 4.09 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) ’s obligations under such Indebtedness or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryDisqualified Stock, as the case may be, so Incurred are satisfied in full and discharged or are otherwise permitted to be Incurred under Section 4.09 of the Indenture; or (d) the Issuers exercising their Legal Defeasance option or Covenant Defeasance option in accordance with the provisions Article 8 of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of or the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its Issuers’ obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary being discharged in accordance with the terms of the Indenture; and (e) in the case of clause (1)(a) above, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guaranteeguarantee, if any, of, and all pledges and security, if any, granted in connection with, the Credit Agreement and any other Indebtedness of the Issuer or any Restricted Subsidiary. Any In addition, a Note Guarantee will be automatically released upon such Guaranteeing Subsidiary not released from its Obligations under its ceasing to be a Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations as a result of any Guaranteeing Subsidiary under foreclosure of any pledge or security interest securing Bank Indebtedness or other Indebtedness secured by the Indenture as provided hereincollateral securing such Bank Indebtedness with lien priority ranking equally with such Bank Indebtedness or other exercise of remedies in respect thereof. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in In the event of a sale or other disposition of all of the Capital Stock assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the capital stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guaranteeing SubsidiaryGuarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee; provided that in the event of an Asset Sale, the Net Proceeds from Proceeds, if any, of such sale or other disposition are treated applied in accordance with the applicable provisions of the Indenture, including without limitation Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided hereinin Article 11 of the Indenture. (c) Each Guaranteeing Subsidiary shall be Pursuant to Section 11.06 of the Indenture, each of the Texas LP Guarantors are hereby released and relieved of its obligations under its Subsidiary Guarantee and this Supplemental Indenture in accordance with, and subject to, Section 4.18 hereby evidences the release of the Indenturesuch Texas LP Guarantor from its obligations under its Subsidiary Guarantee.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions any Disposition of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, or a Guaranteeing Subsidiary or Disposition of all of the Capital Stock of any Guarantor, in each case to a Guaranteeing SubsidiaryPerson that is not (either before or after giving effect to such transactions) the Company or a Restricted Subsidiary of the Company, then the Guaranteeing Subsidiary such Guarantor (in the event of a sale Disposition, by way of merger, consolidation or other disposition otherwise, of all of the Capital Stock of such Guaranteeing SubsidiaryGuarantor) or the Person acquiring the property (in the event of a sale or other disposition Disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition Disposition are treated applied in accordance with the applicable provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenturehereof. (b) Upon the designation of a Guaranteeing Subsidiary any Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee Note Guarantee. (c) Upon Legal Defeasance in accordance with Article VIII hereof or satisfaction and discharge of this Supplemental Indenture. Indenture in accordance with Article XI hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (d) Upon delivery by the release of any Guarantor from its guarantee of, and all pledges and security interests granted in connection with, the Credit Agreement and any other Indebtedness of the Company or any Restricted Subsidiary of the Company, which result in the obligation of such Guarantor to guarantee the Notes, then such Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) If any Guarantor ceases to be a Subsidiary of the Company as a result of any foreclosure of any pledge or security interest securing First Priority Lien Obligations, such Guarantor will be released and relieved of any obligations under its Note Guarantee, provided that the proceeds of such foreclosure have been applied in accordance with the provisions of this Indenture, the Security Documents and the Intercreditor Agreement. (f) Upon the release of any Guarantor from its Note Guarantee with the consent of the Holders of the requisite percentage of Notes in accordance with Article IX hereof, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. At the Company's request and expense, the Trustee will execute and deliver any instrument evidencing the release of any Guarantor from its obligations under its Note Guarantee pursuant to clauses (a), (b), (c), (d), (e) and (f) of this Section 10.05; provided that, for any release of a Guarantor from its obligations under its Note Guarantee pursuant clause (a), the Company shall deliver to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary Disposition was made by the Company in accordance with the provisions of the this Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee4.10 hereof. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under in this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.Article X.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary any Guarantor, by way of merger, consolidation or all of the Capital Stock of a Guaranteeing Subsidiaryotherwise, then the Guaranteeing Subsidiary (in the event of or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) a Subsidiary of the Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of the Indenture, including without limitation Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon If the designation of Company designates any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms Section 4.18 of the Indenture, then such Guaranteeing Subsidiary Guarantor shall be released and relieved of its any Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation . (c) Upon the release of a Guarantee by a Subsidiary under all then outstanding Credit Facilities and at any time after the termination of certain covenants as provided in Section 4.07 4.19 of the Indenture, the Trustee then such Guarantor shall execute be released and relieved of any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Guarantee in accordance with the provisions of the Indenture; provided, however, that in the event that any such Subsidiary thereafter Guarantees any Indebtedness of the Company under any Credit Facility (or if any released Guarantee under any Credit Facility is reinstated or renewed), then such Subsidiary shall Guarantee the Notes on the terms and conditions set forth in the Indenture. (d) Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article 10 of the Indenture.

Releases. (a) Concurrently with If, at any sale time, any Grantor or the holder of assets any Senior Lender Claim delivers notice to the Trustee that any specified Common Collateral (including, if applicablewithout limitation, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets equity interests of a Guaranteeing Subsidiary Grantor or all any of its Subsidiaries) is sold, transferred or otherwise disposed of: (i) by the owner of such Common Collateral, other than to another Grantor or to any subsidiary of the Capital Stock Company, in a transaction permitted under the Senior Credit Agreement and the Indenture; or (ii) during the existence of any Event of Default under (and as defined in) the Senior Credit Agreement to the extent the Intercreditor Agent has consented to such sale, transfer or disposition; then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of the Trustee upon such Collateral will automatically be released and discharged as and when, but only to the extent, such Liens on such Collateral securing Senior Lender Claims are released and discharged. At the sole discretion of the Intercreditor Agent, upon delivery to the Trustee of a Guaranteeing Subsidiarynotice from the Intercreditor Agent stating that any release of Liens securing or supporting the Senior Lender Claims has become effective (or shall become effective upon Trustee's release) pursuant to the first sentence of this clause (a), then the Guaranteeing Subsidiary (in the event of a sale Trustee will promptly authorize or execute and deliver such instruments, releases, termination statements or other disposition of all documents provided to it confirming such release on customary terms. In the case of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets capital stock of a Grantor or any of its Subsidiaries, the guarantee in favor of the Noteholders, if any, made by such Guaranteeing Subsidiary) shall Grantor or Subsidiary will automatically be released from and relieved of its Obligations under this Supplemental Indenture discharged as and its Subsidiary Guarantee made pursuant hereto; provided that in when, but only to the event of an Asset Saleextent, the Net Proceeds from guarantee by such sale Grantor or other disposition are treated in accordance with the provisions Subsidiary of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture Senior Lender Claims is released and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenturedischarged. (b) Upon The Trustee, for itself and on behalf of each Noteholder, hereby irrevocably constitutes and appoints the designation Intercreditor Agent and any officer or agent of a Guaranteeing Subsidiary the Intercreditor Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Trustee or such holder or in the Intercreditor Agent's own name, from time to time in the Intercreditor Agent's discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments that may be necessary or desirable to accomplish the Indenture, such Guaranteeing Subsidiary shall be released and relieved purposes of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureSection 5.1, including without limitation Section 4.07 any termination statements, endorsements or other instruments of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransfer or release. (c) Each Guaranteeing Subsidiary Unless and until the Discharge of Senior Lender Claims has occurred, the Trustee, for itself and on behalf of each Noteholder, hereby consents to the application, whether prior to or after a default, of Deposit Account Collateral or proceeds of Common Collateral to the repayment of Senior Lender Claims pursuant to the Senior Credit Agreement; provided that nothing in this Section 5.1(c) shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 construed to prevent or impair the rights of the IndentureTrustee or the Noteholders to receive proceeds in connection with the Noteholder Claims not otherwise in contravention of this Agreement.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all The Guarantee of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby Subsidiary shall be released; provided that in automatically and unconditionally released and discharged, and no further action by the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Issuer or the Trustee is required for the release of the Guaranteeing Subsidiary Subsidiary’s Guarantee, upon: (in the event i) any sale, exchange, disposition or transfer (by merger, amalgamation, consolidation or otherwise) of a sale or other disposition of all of (i) the Capital Stock of such Guaranteeing Subsidiary, after which the applicable Guaranteeing Subsidiary is no longer a Restricted Subsidiary or (ii) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary, in each case if such sale, exchange, disposition or transfer is made in compliance with the applicable provisions of this Indenture; (ii) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event case of an Asset Salea Restricted Subsidiary which after the Issue Date is required to become a Guarantor, the Net Proceeds from such sale release or other disposition are treated in accordance with the provisions of Section 4.10 discharge of the Indenture. Upon delivery guarantee by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary of the guarantee that resulted in the creation of such Guarantee, except a discharge or release by or as a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that if any such Guarantee is so reinstated, such Guarantee shall also be reinstated to the Indenture as provided extent that such Guaranteeing Subsidiary would then be required to provide a Guarantee pursuant to Section 4.15 in this Supplemental the Indenture.); (biii) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary as an Unrestricted Subsidiary in compliance with the applicable provisions of the Indenture; or (iv) the exercise by the Issuer of its Legal Defeasance option or Covenant Defeasance option in accordance with Article 8 of the Indenture or the satisfaction and discharge of the Issuer’s obligations under this Indenture in accordance with the terms of the Indenture, ; and (b) such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company delivering to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransaction have been complied with. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If: (i) all other Liens (other than Permitted Liens (as defined in the Indenture) under clauses (b) - (aa) of the definition of Permitted Liens in the Indenture) on any Common Collateral securing Credit Agreement Obligations or any Other Second-Lien Obligations then secured by that Common Collateral (including all commitments thereunder) are released; provided that after giving effect to the release, Senior Secured Claims secured by Liens on the remaining Common Collateral remain outstanding; (ii) any Common Collateral is disposed of pursuant to a transaction permitted or not prohibited under the Indenture; (iii) the Company provides substitute collateral for any Common Collateral with any sale at least an equivalent fair value, as determined in good faith by the Board of assets Directors of the Company; (including, if applicable, iv) all of the Capital Stock stock of any of the Subsidiaries that is Common Collateral is released or any Subsidiary that is a Guaranteeing SubsidiaryNote Guarantor (as defined in the Indenture) is released from its Note Guarantee (as defined in the Indenture); or (v) the Company so requests in respect of Common Collateral with a fair value, all as determined in good faith by the Board of Directors of the Company, of up to $2.0 million in any calendar year; subject to a cumulative carryover for any amount not used in any prior calendar year, then the Liens, if any, in favor of the Trustee Trustee, for itself or for the benefit of the Noteholders, on such Common Collateral (and, in the assets sold thereby shall be released; provided that in the event case of an Asset Saleclause (iv) above, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of on the assets of such Guaranteeing SubsidiarySubsidiary that constitute Common Collateral) shall be automatically, unconditionally and simultaneously released from and relieved the Trustee, for itself and on behalf of its Obligations under this Supplemental Indenture any such Noteholder, promptly shall execute and its Subsidiary Guarantee made pursuant heretodeliver to the Credit Agent or such Grantor such termination statements, releases and other documents as the Credit Agent or such Grantor may request to effectively confirm such release; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee a Grantor shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not be released from its obligations under its Subsidiary Guarantee, it shall guaranty of the Noteholder Claims pursuant to this Section if such Grantor will remain liable for under a guaranty in respect of the full amount of principal of and interest on Senior Subordinated Notes or other Subordinated Obligations (each as defined in the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture). (b) Upon The Trustee, for itself and on behalf of the designation Noteholders, hereby irrevocably constitutes and appoints the Credit Agent and any officer or agent of a Guaranteeing Subsidiary the Credit Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Trustee or such holder or in the Credit Agent's own name, from time to time in the Credit Agent's discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments that may be necessary or desirable to accomplish the Indenture, such Guaranteeing Subsidiary shall be released and relieved purposes of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureSection 5.1, including without limitation Section 4.07 any termination statements, endorsements or other instruments of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransfer or release. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with Each Subsidiary Guarantor will be released and relieved of any sale obligations under its Subsidiary Guarantee as set forth under Section 4.16(b) of assets (includingthis Indenture, if applicable, all of and the Capital Stock Subsidiary Guarantee of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall Subsidiary Guarantor will also be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary released immediately and automatically: (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary1) or the Person acquiring the property (in the event of a upon any sale or other disposition of all or substantially all of the properties or assets of such Guaranteeing Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in , if the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated does not violate Section 4.10 of this Indenture; (2) upon any sale or other disposition of the Capital Stock of such Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate Section 4.10 of this Indenture and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition; (3) upon designation of such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with Section 4.17 of this Indenture; (4) upon Legal Defeasance or Covenant Defeasance in accordance with Article Eight of this Indenture or satisfaction and discharge of this Indenture in accordance with Article Eleven of this Indenture; or (5) upon the provisions liquidation or dissolution of Section 4.10 such Subsidiary Guarantor, provided that no Default or Event of the Indenture. Default occurs as a result thereof or shall have occurred and is continuing. (b) Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that all conditions precedent to the release of such sale or other disposition was made by the Company or the Guaranteeing SubsidiarySubsidiary Guarantee, as the case may be, set forth in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenturehave been satisfied, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its such Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Guarantee. (c) Any Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle Ten. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. A Subsidiary Guarantee of a Subsidiary Guarantor and the security interest in the Collateral owned by such Subsidiary Guarantee shall be automatically and unconditionally released and discharged: (a) Concurrently in connection with any sale of assets (includingsale, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale transfer or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of does not violate Section 4.10 of this Indenture; (b) in connection with any sale, transfer or other disposition of all of the Indenture. Upon delivery Capital Stock of such Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if after such sale, transfer or disposition, the Subsidiary Guarantor would cease to be a Restricted Subsidiary and the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made does not violate Section 4.10 of this Indenture; (c) upon the exercise by the Company of its Legal Defeasance option or its Covenant Defeasance option or the Guaranteeing Subsidiary, as the case may besatisfaction and discharge of this Indenture, in accordance with each case as provided under Article VIII; (d) upon the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations proper designation of such Guaranteeing Subsidiary under Guarantor by the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary Company as an Unrestricted Subsidiary in accordance with Section 4.16; or (e) upon the terms Subsidiary Guarantor ceasing to guarantee any Debt of the IndentureCompany or a Subsidiary Guarantor under, such Guaranteeing Subsidiary shall or be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery a borrower under, the ABL Credit Facility or any Capital Markets Debt issued by the Company or any other Subsidiary Guarantor in excess of $50.0 million and no Event of Default has occurred and is continuing. To the extent required under the Intercreditor Agreements, upon delivery to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation all conditions precedent to the release of such Guaranteeing a Subsidiary as an Unrestricted Guarantor’s Subsidiary was made by the Company Guarantee set forth in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenturethis Indenture have been satisfied, the Trustee shall execute any documents reasonably required requested by the Company in writing in order to evidence the release of such Guaranteeing any Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under in this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.Article X.

Releases. The Note Guarantee issued by any Subsidiary Guarantor shall be automatically and unconditionally released and discharged: (a1) Concurrently upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or an Excluded Subsidiary (other than pursuant to clause (1) of the definition thereof); (2) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or a majority of the Capital Stock of a Subsidiary Guarantor to a Person that is not the Company or (either before or after giving effect to such transaction) an Affiliate of the Company; (3) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 or upon satisfaction and discharge of this Indenture in compliance with Article 12; (4) pursuant to the covenant termination in accordance with Section 4.16; (5) upon such Subsidiary Guarantor being (or being substantially concurrently) released or discharged from all of its obligations under all of its Guarantees of payment by the Company or any Indebtedness of the Company under the Credit Agreement or other debt, which resulted in the obligation to Guarantee the Notes, except a release as a result of payment under such Guarantee; (6) the merger or consolidation of such Subsidiary Guarantor with and into the Company or another Subsidiary Guarantor that is the surviving Person in such merger or consolidation, or upon the liquidation or dissolution of such Subsidiary Guarantor following the transfer of all or substantially all of its assets to the assets Company or another Subsidiary Guarantor; or (7) pursuant to the provisions of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoArticle 9; provided that in such release or discharge shall not become effective until the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery receipt by the Company to the Trustee of an Officers' ’ Certificate stating that all conditions precedent to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions release and discharge of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Guarantee have been complied with. Any Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it Note Guarantee as provided in this Section 11.05 shall remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released in connection with any sale of assets (includingsale, if applicableassignment, all of the Capital Stock of a Guaranteeing Subsidiary)transfer, all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale conveyance or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall CNX Midstream or a Restricted Subsidiary of CNX Midstream, if (for the avoidance of doubt, at the time thereof) the sale, assignment, transfer, conveyance or other disposition does not violate Section 4.10 of this Indenture. (b) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released in connection with any sale, assignment, transfer, conveyance or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) CNX Midstream or a Restricted Subsidiary of CNX Midstream, if the sale, assignment, transfer, conveyance or other disposition does not violate Section 4.10 of this Indenture. (c) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with Section 4.16 hereof, the Note Guarantee of such Guarantor and its other obligations under this Indenture will be automatically released. (d) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released at such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor under a Credit Facility, such Guarantor will be released from and relieved of any obligations under its Obligations Note Guarantee; provided that, if it is also a Domestic Subsidiary, it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. (e) The Note Guarantee of a Guarantor and its other obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale will be automatically released upon Legal Defeasance or other disposition are treated Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof. (f) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released upon the provisions first day on which the Notes then outstanding achieve an Investment Grade Rating. (g) The release of a Guarantor from its Note Guarantee pursuant to this Section 4.10 10.05 shall also release such Guarantor from all of the its other obligations under this Indenture. . (h) Upon delivery by the Company Issuers to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions conditions to release of the Indenture any Guarantor from its obligations under its Note Guarantee and this Supplemental Indenture, including without limitation, Indenture specified in this Section 4.10 of the Indenture10.05 have been satisfied, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is release. (i) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on on, the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Issuer shall be entitled to obtain a release from the lien of the Indenture for any Lease Contract and, except in the case of a re-lease under (iii) below, the related Equipment at any time (i) after a payment by the Company or the Issuer of the Purchase Price of the Lease Receivable, (ii) after a Substitute Lease Contract is substituted for such Lease Contract, or (iii) upon the termination of a Lease Contract following the sale, lease or other disposition of the related Equipment in accordance with any sale Section 3.01(b)(vii) of assets (includingthe Standard Servicing Terms, if applicablethe Issuer delivers to the Indenture Trustee and MBIA an Officer's Certificate (A) identifying the Lease Receivable and the related Lease Contract and Equipment to be released, all of (B) requesting the Capital Stock of a Guaranteeing Subsidiary)release thereof, all Liens, if any, in favor of (C) setting forth the Trustee amount deposited in the assets sold thereby shall be released; provided that Collection Account with respect thereto, in the event a Lease Contract and the related Equipment are being released from the lien of an Asset Salethis Indenture pursuant to (i) or (iii) above, and (D) certifying that the Net Proceeds from such sale or other disposition are treated amount deposited in accordance with the provisions of Section 4.10 Collection Account (x) equals the Purchase Price of the Indenture. If Lease Contract, in the assets sold in such sale or other disposition include all or substantially all event a Lease Contract and the related Equipment are being released from the lien of the assets Indenture pursuant to (i) above or (y) equals the entire amount of a Guaranteeing Subsidiary Insurance Proceeds, Recoveries or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (Residual Proceeds. received with respect to such Lease Contract and related Equipment in the event of a sale or other disposition of all of release from the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions lien of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order pursuant to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture(iii) above. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms satisfaction of the Indentureconditions specified in subsection (a), such Guaranteeing Subsidiary the Indenture Trustee shall be released release from the lien of the Indenture and relieved deliver to or upon the order of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Issuer (or to or upon the order of the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of if it has satisfied its obligations under this Supplemental Indenture in accordance with, Section 4.04 hereof and subject to, Section 4.18 3.04 of the IndentureLease Acquisition Agreement with respect to a Lease Contract) the Lease Contract, the Lease Receivable and the Equipment described in the Issuer's request for release.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing any Subsidiary Guarantor, by way of merger, consolidation or all of the Capital Stock of a Guaranteeing Subsidiaryotherwise, then the Guaranteeing Subsidiary (in the event of or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor, in each case to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransactions) the Company or a Restricted Subsidiary of the Company, then such Subsidiary Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Subsidiary Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary Guarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under its Note Guarantee. (b) Upon designation of any Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Supplemental Indenture, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) Upon Legal Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 12 hereof, each Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (d) If any Subsidiary Guarantor shall not guarantee any Indebtedness under any Credit Facility (other than if such Subsidiary Guarantor no longer guarantees any Indebtedness under any Credit Facility as a result of payment under any guarantee of any such Indebtedness by any Subsidiary Guarantor), such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, that a Subsidiary Guarantor shall not be permitted to be released from its Guarantee made pursuant heretoif it is an obligor with respect to Indebtedness that would not, under Section 4.09 hereof, be permitted to be incurred by a Restricted Subsidiary that is not a Guarantor. If the Guaranteeing Subsidiary is Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee as provided in this Section 11.05 will remain liable for the full amount of principal of and interest and premium and Special Interest, if any, on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Guarantee of any Guarantor, and the Collateral Agent’s Lien on the Collateral of such Guarantor, will be automatically released: (a) Concurrently in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of a Guarantor (including by way of merger or consolidation) to such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided Person that in is not the event of an Asset Sale, Company or a Guarantor if the Net Proceeds from such sale or other disposition are treated in accordance with Disposition does not violate Section 4.11 and the other provisions of Section 4.10 this Indenture; (b) upon the liquidation or dissolution of such Guarantor following the transfer of all of its assets to the Company or another Guarantor as permitted hereunder. If the Guarantee of any Guarantor or all or substantially all of the assets of a Guarantor or the Capital Stock of any Guarantor are sold or disposed of in the manner described in clauses (a) or (b) above, and such Guarantor (or as the context may require, Collateral) is released, the Company shall deliver to the Trustee and Collateral Agent an Officers’ Certificate stating and certifying the identity of the released Guarantor (any/or the applicable Collateral), the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Company to the Trustee and Collateral Agent of an Officers' ’ Certificate and an Opinion of Counsel to the effect that the conditions of any of clauses (a) or (b) of this Section 13.05 have been met with respect to a Guarantor (or such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Collateral) in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall and Collateral Agent, as applicable, will execute any documents reasonably required requested that are necessary or advisable in order to evidence the release of the Guaranteeing Subsidiary such Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoand/or the applicable Note Security Documents. If the Guaranteeing Subsidiary is Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 13.05 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other obligations (including the Note Obligations) of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence Article 13 notwithstanding the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the any other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinGuarantor. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiarythe Guarantors), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary the Guarantors or all of the Capital Stock of a Guaranteeing Subsidiarythe Guarantors, then the Guaranteeing Subsidiary Guarantors (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiaryany of the Guarantors) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiaryany of the Guarantors) shall be released from and relieved of its Obligations their obligations under this Supplemental Indenture and its Subsidiary Guarantee their Guarantees made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryGuarantors, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary Guarantors from its Obligations their obligations under this Supplemental Indenture and its Subsidiary Guarantee the Guarantees made pursuant hereto. If the Guaranteeing Subsidiary is Guarantors are not released from its their obligations under its Subsidiary Guaranteethe Guarantees, it they shall remain liable for the full amount of principal of and interest Interest 84 91 (including Contingent Interest) on the Notes CODES and for the other obligations of such Guaranteeing Subsidiary the Guarantors under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary any of the Guarantors as an Unrestricted Excluded Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary Guarantor shall be released and relieved of its Obligations the obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary Guarantor as an Unrestricted Excluded Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the this Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary Guarantor from its Obligations obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary The Guarantors not released from its Obligations their obligations under its Subsidiary Guarantee the Guarantees shall remain liable for the full amount of principal of and interest Interest (including Contingent Interest) on the Notes CODES and for the other Obligations obligations of any Guaranteeing Subsidiary under of the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations Guarantors under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Administrative Agent, the Lenders and the L/C Issuer hereby irrevocably agree that the Liens granted to the Administrative Agent by the Loan Parties on any Collateral shall, at the sole cost and expense of the Loan Parties, be automatically released (a) Concurrently upon the occurrence of the Facility Termination Date, (b) upon the Disposition of such Collateral (as part of or in connection with any sale Disposition permitted hereunder) to any Person other than another Loan Party, to the extent such Disposition is made in compliance with the terms of assets this Agreement, (includingc) if the release of such Lien is approved, if applicableauthorized or ratified in writing by the Required Lenders (or such other percentage of the Lenders whose consent may be required in accordance with Section 11.01), (d) to the extent such property constitutes Excluded Property or (e) to the extent the property constituting such Collateral is owned by any Guarantor, upon the release of such Guarantor from its obligations under the Guaranty to the extent such release of a Guarantor is made in compliance with the terms of this Agreement. Any such release shall not in any manner discharge, affect, or impair the Obligations or any Liens (other than those being released) upon or obligations (other than those being released) of the Loan Parties in respect of all interests retained by the Loan Parties, including the proceeds of any Disposition, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor which shall continue to constitute part of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company Collateral except to the Trustee extent comprised of an Officers' Certificate to the effect that such sale Excluded Property or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, otherwise released in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the IndentureLoan Documents. Additionally, the Trustee Administrative Agent, the Lenders and the L/C Issuer hereby irrevocably agree that a Guarantor shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not be released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. Guaranty upon (bx) Upon the designation of a Guaranteeing Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the terms of the Indenturehereof, (y) such Guaranteeing Guarantor becoming an Excluded Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions terms hereof; provided that if any Restricted Subsidiary that is a Guarantor becomes an Excluded Subsidiary solely as a result of such Restricted Subsidiary becoming an Immaterial Subsidiary, such Guarantor shall be released from the Guarantees only (i) if no Default then exists and (ii) upon the Administrative Agent’s receipt of a written request therefor from the Borrower, or (z) the Disposition of such Guarantor to any Person (other than a Loan Party) that is permitted hereby or to which the Required Lenders (or such other percentage of the Indenture, including without limitation Lenders whose consent may be required in accordance with Section 4.07 of the Indenture11.01) have otherwise consented such that after giving effect to such Disposition such Guarantor ceases to be a Restricted Subsidiary. The Administrative Agent, the Trustee shall Lenders and the L/C Issuer hereby authorize the Administrative Agent to execute and deliver any documents reasonably required in order instruments, documents, and agreements necessary or desirable to evidence and confirm the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for any Loan Party’s Guaranty or Collateral pursuant to the full amount foregoing provisions of principal of and interest on this paragraph, all without the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 further consent or joinder of the IndentureAdministrative Agent, any Lender or the L/C Issuer.

Releases. (ai) Concurrently If in connection with any sale of assets (including, if applicable, all the exercise of the Capital Stock Senior Agent’s rights and remedies in respect of a Guaranteeing Subsidiarythe Obligor Collateral provided for in Section 4(a)(ii), all the Senior Agent, for itself or on behalf of any of the Senior Creditors, releases any of its Liens on any part of the Obligor Collateral or releases any guarantor from its obligations under its guarantee of the Senior Obligations, then the Liens, if any, in favor of the Trustee in Subordinated Creditor on such Obligor Collateral, and the assets sold thereby obligations of such guarantor under its guarantee of the Subordinated Debt, shall be released; provided that in automatically, unconditionally and simultaneously released without any action on the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 part of the IndentureSubordinated Creditor . The Subordinated Creditor promptly shall execute and deliver to the Senior Agent or such guarantor such termination statements, releases and other documents as the Senior Agent or such guarantor may request to effectively confirm such release. (ii) If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiaryconnection with any sale, then the Guaranteeing Subsidiary (in the event of a sale lease, exchange, transfer or other disposition of all any Obligor Collateral (collectively, a “Disposition”) permitted under the terms of the Capital Stock of such Guaranteeing Subsidiary) or Senior Debt Documents and the Person acquiring Subordinated Debt Documents (other than in connection with the property (in the event of a sale or other disposition of all or substantially all exercise of the assets Senior Agent’s rights and remedies in respect of such Guaranteeing Subsidiary) shall be released from and relieved the Obligor Collateral provided for in Section 4(a)(ii)), the Senior Agent, for itself or on behalf of any of the Senior Creditors, releases any of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 Liens on any part of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale Obligor Collateral, or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute releases any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released guarantor from its obligations under its Subsidiary Guaranteeguarantee of the Senior Obligations, it shall remain liable for in each case other than in connection with the full amount Discharge of principal Senior Obligations, then the Liens, if any, of the Subordinated Creditor , on such Obligor Collateral, and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary guarantor under its guarantee of the Indenture Subordinated Debt, shall be automatically, unconditionally and simultaneously released without any action on the part of the Subordinated Creditor. The Subordinated Creditor promptly shall execute and deliver to the Senior Agent or such guarantor such termination statements, releases and other documents as provided in this Supplemental Indenturethe Senior Agent or such guarantor may request to effectively confirm such release. (biii) Upon Until the designation Discharge of a Guaranteeing Subsidiary Senior Obligations occurs, the Subordinated Creditor hereby irrevocably constitutes and appoints the Senior Agent and any officer or agent of the Senior Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Subordinated Creditor in the Senior Agent’s own name, from time to time in the Senior Agent’s discretion, for the purpose of carrying out the terms of this Section 6, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary to accomplish the Indenture, such Guaranteeing Subsidiary shall be released and relieved purposes of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the IndentureSection 6, including without limitation Section 4.07 any endorsements or other instruments of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereintransfer or release. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale 2.1 The terms of assets (including, if applicable, all this Section 2 shall become effective subject to and immediately upon receipt of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of Settlement Sum and the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated Reimbursement Sums in accordance with the provisions of Section 4.10 2 of the IndentureSettlement Agreement. If For the assets sold avoidance of doubt, nothing in such sale this Deed shall operate to waive, discharge, release or other disposition include all or substantially all in any way prejudice any of the assets Claims referred to in Section 2 of a Guaranteeing Subsidiary or all this Deed prior to the receipt of the Capital Stock of a Guaranteeing Subsidiary, then Settlement Sum and the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated Reimbursement Sums in accordance with the provisions of Section 4.10 2 of the Indenture. Upon delivery by Settlement Agreement. 2.2 In consideration of and conditional upon receipt of the Company to Settlement Sum and the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Reimbursement Sums in accordance with the provisions Section 2 of the Indenture Settlement Agreement and this Supplemental Indenturethe releases to be given to it hereunder, including without limitationthe Principal Creditor hereby irrevocably releases, Section 4.10 waives and discharges any and all Claims it has or may have solely by virtue of or arising out of its capacity as a creditor of one or more of the IndentureHolding Companies or one or more of the Operating Companies against any or all of: 2.2.1 Corp; 2.2.2 the Corp Persons; 2.2.3 the Corp Third Parties; 2.2.4 the TXUE Persons; 2.2.5 the TXUE Third Parties; and 2.2.6 solely in respect of Claims arising by virtue of acts or omissions on or before 19 November 2002, any person not otherwise specified in this Clause 2.2 who acted as arranger, manager, trustee, registrar, dealer in respect of a bond or note programme, agent or adviser in respect of indebtedness of any member of the TXUE Group. 2.3 In consideration of the releases, waivers and discharges to be given to them hereunder, each of Corp, the Trustee shall execute Corp Persons and the TXUE Persons hereby irrevocably releases, waives and discharges any documents reasonably required and all Claims it has or may have against the Principal Creditor. 2.4 For the avoidance of doubt: 2.4.1 nothing in order this Deed is intended to evidence prejudice the effectiveness of any discharge, waiver or release of Claims given by the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made Principal Creditor pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with to the terms of a CVA Creditor Release in a Holding Company CVA; and 2.4.2 nothing in this Deed is intended to effect a release, waiver or discharge of any Claims that the Indenture, such Guaranteeing Subsidiary shall be released and relieved Principal Creditor has or may have by virtue of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee or arising out of an Officers' Certificate and an Opinion any capacity other than as a creditor of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions one or more of the IndentureHolding Companies or one or more of the Operating Companies, including without limitation Section 4.07 that of the Indenturean arranger, the Trustee shall execute any documents reasonably required manager, trustee, registrar, dealer in order to evidence the release respect of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereina bond or note programme, agent or adviser. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently If in connection with the exercise of the First Lien Collateral Agent’s remedies in respect of the Collateral provided for in Section 3.1, the First Lien Collateral Agent, for itself or on behalf of any of the First Lien Claimholders, releases any of its Liens on any part of the Collateral or releases any Grantor from its obligations under its guaranty of the First Lien Obligations in connection with the sale of assets (includingthe stock, if applicableor substantially all the assets, all of such Grantor, then the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in Second Lien Collateral Agent, for itself or for the assets sold thereby benefit of the Second Lien Claimholders, on such Collateral, and the obligations of such Grantor under its guaranty of the Second Lien Obligations, shall be automatically, unconditionally and simultaneously released; provided that . The Second Lien Collateral Agent, for itself or on behalf of any such Second Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Grantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Grantor may request to effectively confirm such release. (b) If in the event of an Asset Saleconnection with any sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiarylease, then the Guaranteeing Subsidiary (in the event of a sale exchange, transfer or other disposition of all any Collateral (collectively, a “Disposition”) permitted under the terms of both the First Lien Loan Documents and the Second Lien Loan Documents (other than in connection with the exercise of the Capital Stock First Lien Collateral Agent’s remedies in respect of such Guaranteeing Subsidiary) the Collateral provided for in Section 3.1), the First Lien Collateral Agent, for itself or on behalf of any of the Person acquiring First Lien Claimholders, releases any of its Liens on any part of the property (Collateral, or releases any Grantor from its obligations under its guaranty of the First Lien Obligations in connection with the event sale of a sale or other disposition of all the stock, or substantially all the assets, of such Grantor, in each case other than (A) in connection with the Discharge of First Lien Obligations and (B) after the occurrence and during the continuance of any Event of Default under the Second Lien Credit Agreement, then the Liens, if any, of the assets Second Lien Collateral Agent, for itself or for the benefit of the Second Lien Claimholders, on such Collateral, and the obligations of such Guaranteeing Subsidiary) Grantor under its guaranty of the Second Lien Obligations, shall be released from automatically, unconditionally and relieved simultaneously released. The Second Lien Collateral Agent, for itself or on behalf of any such Second Lien Claimholders, promptly shall execute and deliver to the First Lien Collateral Agent or such Grantor such termination statements, releases and other documents as the First Lien Collateral Agent or such Grantor may request to effectively confirm such release. (c) Until the Discharge of First Lien Obligations occurs, the Second Lien Collateral Agent, for itself and on behalf of the Second Lien Claimholders, hereby irrevocably constitutes and appoints the First Lien Collateral Agent and any officer or agent of the First Lien Collateral Agent, with full power of substitution, as its Obligations under this Supplemental Indenture true and its Subsidiary Guarantee made pursuant hereto; provided that lawful attorney-in-fact with full irrevocable power and authority in the event place and stead of an Asset Salethe Second Lien Collateral Agent or such holder or in the First Lien Collateral Agent’s own name, from time to time in the Net Proceeds from such sale First Lien Collateral Agent’s discretion, for the purpose of carrying out the terms of this Section 5.1, to take any and all appropriate action and to execute any and all documents and instruments which may be necessary to accomplish the purposes of this Section 5.1, including any endorsements or other disposition instruments of transfer or release. (d) Until the Discharge of First Lien Obligations occurs, to the extent that the First Lien Collateral Agent or the First Lien Claimholders (i) have released any Lien on Collateral or any Grantor from its obligation under its guaranty and any such Liens or guaranty are treated in accordance with later reinstated or (ii) obtain any new liens or additional guarantees from any Grantor, then the Second Lien Collateral Agent, for itself and for the Second Lien Claimholders, shall be granted a Lien on any such Collateral, subject to the lien subordination provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of this Agreement, and an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiaryadditional guaranty, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (e) In the event that the principal amount of funded First Lien Obligations plus the aggregate face amount of letters of credit, if any, issued under the First Lien Credit Agreement and not reimbursed plus the aggregate principal amount of unfunded commitments under the First Lien Credit Agreement (collectively, the “First Lien Obligations Amount”), at any date of determination no longer constitute at least 15% of the sum of (i) the First Lien Obligations Amount and (ii) the principal amount of Second Lien Obligations (collectively, the “Second Lien Obligations Amount”), then any agreement provided for in Section 5.1(a) and (b) Upon above (except for releases given in connection with a Disposition permitted under the designation First Lien Loan Documents and the Second Lien Loan Documents) shall require the consent of a Guaranteeing Subsidiary as an Unrestricted Subsidiary First Lien Claimholders and Second Lien Claimholders representing in accordance with the terms aggregate more than 50% of the Indenture, such Guaranteeing Subsidiary shall be released sum of (i) the First Lien Obligations Amount and relieved of its (ii) the Second Lien Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinAmount. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (ai) Concurrently with The Lenders hereby irrevocably authorize the Agent to, and the Agent shall, release any sale Liens granted to the Agent by the Loan Parties on any Collateral (i) upon the termination of assets the all Revolving Loan Commitments, the expiration or termination of all Facility LCs and payment and satisfaction in full in cash of all Secured Obligations (other than contingent indemnity obligations), (ii) constituting property being sold, transferred or otherwise disposed of (including, pursuant to a Qualified Receivables Transaction) if applicablethe Company certifies to the Agent that such sale, all transfer or disposition is made in compliance with the terms of this Agreement (and the Capital Stock of a Guaranteeing Subsidiary)Agent may rely conclusively on any such certificate, all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; without further inquiry) provided that after such release the Company remains in the event of an Asset Sale, the Net Proceeds from such compliance with Section 6.21(c) or (iii) as required to effect any sale or other disposition are treated of such Collateral in accordance connection with the provisions any exercise of Section 4.10 remedies of the IndentureAgent and the Lenders pursuant to this Agreement. If Any such release shall not in any manner discharge, affect, or impair the assets sold Obligations or any Liens (other than those expressly being released) upon (or obligations of the Loan Parties in such sale or other disposition include respect of) all or substantially interests retained by the Loan Parties, including (without limitation) the proceeds of any sale, all of the assets of a Guaranteeing Subsidiary or all which shall continue to constitute part of the Capital Stock of a Guaranteeing SubsidiaryCollateral. (ii) The Lenders hereby irrevocably authorize the Agent to, then and the Guaranteeing Subsidiary (Agent shall, in the event of a sale sale, transfer or other disposition of all of the Capital Stock Equity Interests of any Guarantor if the Company certifies to the Agent that such Guaranteeing Subsidiary) sale, transfer or the Person acquiring the property (disposition is made in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance compliance with the provisions terms of Section 4.10 of this Agreement (and the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that Agent may rely conclusively on any such sale or other disposition was made by the Company or the Guaranteeing Subsidiarycertificate, as the case may bewithout further inquiry), in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the (x) release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released such Guarantor from its obligations under its the Domestic Subsidiary GuaranteeGuaranty and each other Loan Document to which it is a party and (y) release any Liens granted to the Agent by such Guarantor on any Collateral, provided that (i) such Guarantor is concurrently released from any obligations it shall remain liable for the full amount of principal of may have with respect to Subordinated Indebtedness and interest on the Notes Senior Note Indebtedness and for the other obligations of (ii) after such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by release the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company remains in accordance compliance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein6.21(c). (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. Each Guarantee by a Subsidiary Guarantor will provide by its terms that it will be automatically and unconditionally released and discharged under its Guarantee upon: (a) Concurrently with any sale sale, exchange or transfer (by merger, amalgamation, consolidation or otherwise) of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of i) the Capital Stock of such Guaranteeing SubsidiarySubsidiary Guarantor, after which the applicable Subsidiary Guarantor is no longer a Restricted Subsidiary or (ii) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under Subsidiary Guarantor, in each case if such sale, exchange or transfer is made in compliance with this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the applicable provisions of Section 4.10 of the this Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.; (b) Upon the release or discharge by such Subsidiary Guarantor of Indebtedness under (i) the Senior Credit Facilities, except a discharge or release in connection with the repayment in full and termination of commitments under the Senior Credit Facilities without being replaced with another Senior Credit Facility or (ii) in the case of a Guarantee made by a Subsidiary Guarantor (each, an “Other Guarantee”) as a result of its guarantee of Additional First Lien Obligations, Junior Lien Obligations or capital markets debt securities of the Company or a Guarantor pursuant to Section 4.17 hereof, the relevant Additional First Lien Obligations, Junior Lien Obligations or capital markets debt securities, except, in the case of clause (i) or (ii), a discharge or release by or as a result of payment by such Subsidiary Guarantor under the Indebtedness specified in such clause (i) or (ii) (it being understood that a release subject to a contingent reinstatement is still a release, and if any such Indebtedness of such Subsidiary Guarantor under the Senior Credit Facilities or any Other Guarantee is so reinstated, such Guarantee shall also be reinstated); (c) the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture; or (d) the Indenture, such Guaranteeing Subsidiary shall be released and relieved exercise by the Company of its Obligations legal defeasance option or covenant defeasance option as described under its Subsidiary Guarantee Article 8 hereof or the satisfaction and discharge of the Company’s obligations under this Supplemental Indenture. Upon Indenture in accordance with Article 12 hereof; and (2) delivery by the Company to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to such transaction have been complied with. The Guarantee by Holdings will be automatically and unconditionally released and discharged upon (1) the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made exercise by the Company of its legal defeasance option or covenant defeasance option as described under Article 8 hereof or the satisfaction and discharge of the Company’s obligations under this Indenture in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, Article 12 hereof and (2) Holdings delivering to the Trustee shall execute any documents reasonably required an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for in order this Indenture relating to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guaranteetransaction have been complied with. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall as provided in this Section 11.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 11. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released in connection with any sale of assets (includingsale, if applicableassignment, all of the Capital Stock of a Guaranteeing Subsidiary)transfer, all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale conveyance or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger or consolidation to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Issuer or a Restricted Subsidiary of the Issuer, if (for the avoidance of doubt, at the time thereof) the sale, assignment, transfer, conveyance or other disposition does not violate Section 4.10 of this Indenture. (b) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released in connection with any sale, assignment, transfer, conveyance or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Issuer or a Restricted Subsidiary of the Issuer, if the sale, assignment, transfer, conveyance or other disposition does not violate Section 4.10 of this Indenture. (c) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with Section 4.16 hereof, the Note Guarantee of such Guarantor and its other obligations under this Indenture will be automatically released. (d) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released at such time as any Guarantor ceases to guarantee any other Indebtedness of the Issuer or another Guarantor under a Credit Facility, such Guarantor will be released from and relieved of any obligations under its Obligations Note Guarantee; provided that, if it is also a Domestic Subsidiary, it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. (e) The Note Guarantee of a Guarantor and its other obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale will be automatically released upon Legal Defeasance or other disposition are treated Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof. (f) The Note Guarantee of a Guarantor and its other obligations under this Indenture will be automatically released upon the provisions first day on which the Notes then outstanding achieve an Investment Grade Rating. (g) The release of a Guarantor from its Note Guarantee pursuant to this Section 4.10 10.05 shall also release such Guarantor from all of the its other obligations under this Indenture. . (h) Upon delivery by the Company Issuer to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions conditions to release of the Indenture any Guarantor from its obligations under its Note Guarantee and this Supplemental Indenture, including without limitation, Indenture specified in this Section 4.10 of the Indenture10.05 have been satisfied, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is release. (i) Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest on on, the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Subsidiary Guarantee of a Subsidiary Guarantor will be released: (a1) Concurrently in connection with any sale consolidation or merger if the Subsidiary Guarantor or surviving Person shall cease to be a Subsidiary of assets (includingthe Company, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale consolidation or other disposition are treated in accordance merger complies with the provisions of Section 4.10 of the Indenture. If the assets sold 5.01 hereof; (2) in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved a Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated complies with the provisions of Section 4.10 hereof; (3) if the Subsidiary Guarantor is designated to be an Unrestricted Subsidiary in accordance with the provisions of Section 4.10 this Indenture; (4) in connection with any (direct or indirect) sale of Capital Stock or other transaction that results in such Subsidiary Guarantor ceasing to be a Subsidiary of the Indenture. Upon delivery by Company, if the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance transaction complies with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 hereof; (5) upon the release of such Subsidiary Guarantor from its liability in respect of all Indebtedness of the IndentureCompany and all other Subsidiary Guarantors (other than Immaterial Indebtedness of the Company or any other Subsidiary Guarantor and any other Indebtedness the Guarantee of which by such Subsidiary Guarantor is also released upon the release of such Subsidiary Guarantor from its liability in respect of all Indebtedness (other than Immaterial Indebtedness) of the Company and all other Subsidiary Guarantors); (6) upon legal defeasance of the Notes in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 12 hereof, each Subsidiary Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee; and (7) with the consent of Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Article 9 hereof. Upon any such occurrence specified in this Section 11.06, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee. If the Guaranteeing Any Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guarantee as provided in this Section 11.06 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Note Subsidiary Guarantee of a Subsidiary Guarantor will be released: (a1) Concurrently in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved PBFX or a Restricted Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in PBFX, if the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of does not violate Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such hereof; (2) in connection with any sale or other disposition was made by of the Company Capital Stock of that Subsidiary Guarantor after which the applicable Subsidiary Guarantor is no longer a Subsidiary of PBFX, if the sale or the Guaranteeing Subsidiary, as the case may be, other disposition does not violate Section 4.10 hereof; (3) if PBFX designates any Restricted Subsidiary that is a Subsidiary Guarantor to be an Unrestricted Subsidiary in accordance with Section 4.17 hereof; (4) upon the provisions release or discharge of the Indenture and this Supplemental Indentureguarantee by such Subsidiary Guarantor with respect to the Indebtedness under the Credit Agreements or the guarantee that resulted in the creation of such Note Subsidiary Guarantee; provided, including without limitationhowever, Section 4.10 that if, at any time following such release, that Subsidiary Guarantor later guarantees Indebtedness of any Issuer under the IndentureCredit Agreements, the Trustee then such Subsidiary Guarantor shall execute any documents reasonably provide a Note Subsidiary Guarantee at such time if required in order to evidence accordance with Section 4.16 hereof; (5) upon the release merger, amalgamation or consolidation of such Subsidiary Guarantor with and into an Issuer or another Subsidiary Guarantor that is the Guaranteeing surviving Person in such merger, amalgamation or consolidation, or upon the liquidation or dissolution of such Subsidiary from its Obligations under this Supplemental Indenture Guarantor; (6) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and its discharge in accordance with Article 11 hereof; or (7) in accordance with Article 9 hereof. Any Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Note Subsidiary Guarantee, it shall Guarantee as provided in this Section 10.06 will remain liable for the full amount of principal of and interest and Special Interest, if any, and premium, if any, on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Guarantee of the Guaranteeing Subsidiary shall be automatically and unconditionally released and discharged, and no further action by the Guaranteeing Subsidiary, the Issuers or the Trustee is required for the release of the Guaranteeing Subsidiary’s Guarantee, upon: (aA) Concurrently with any sale of assets sale, exchange or transfer (including, if applicable, all by merger or otherwise) of the Capital Stock of a the Guaranteeing Subsidiary), all Liens, if any, in favor of after which the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale Guaranteeing Subsidiary is no longer a Restricted Subsidiary or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the in each case may beif such sale, exchange or transfer is made in accordance compliance with the applicable provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its the guarantee, if any, of, and all pledges and security, if any, granted in connection with, the Senior Secured Credit Facilities; (B) the release or discharge of the guarantee by the Guaranteeing Subsidiary of the Senior Secured Credit Facilities or the release or discharge of the guarantee which resulted in the creation of the Guarantee, it shall remain liable for the full amount except a discharge or release by or as a result of principal of and interest on the Notes and for the other obligations of payment under such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.guarantee; (bC) Upon the proper designation of a the Guaranteeing Subsidiary as an Unrestricted Subsidiary Subsidiary; or (D) the Issuers exercising their Legal Defeasance option or Covenant Defeasance option in accordance with Article VIII of the Indenture or the Issuers’ obligations under the Indenture being discharged in accordance with the terms of the Indenture, such ; and (2) the Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company delivering to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel to the effect Counsel, each stating that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company all conditions precedent provided for in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinrelating to such transaction have been complied with. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently Any Guaranteeing Subsidiary will be released and relieved of any obligations under its Note Guarantee: (i) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiarySubsidiary to a Person that is not (either before or after giving effect to such transaction) shall an Affiliate of the Company in compliance with Article Fourteen of the Indenture; or (ii) if such Guaranteeing Subsidiary consolidates with or merges with or into another Person other than the Company or another Guarantor in compliance with Article Fourteen of the Indenture, and such Guaranteeing Subsidiary is not the surviving Person, or (iii) if such Guaranteeing Subsidiary would not otherwise be released from required to provide a Note Guarantee pursuant to Section 1010(vi) of the Indenture, or (iv) upon legal defeasance of the Company’s and relieved all Guarantors’ obligations pursuant to Section 1302 of its Obligations under this Supplemental the Indenture or upon satisfaction and its Subsidiary Guarantee made discharge of the Indenture pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of to Section 4.10 401 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions one of the Indenture foregoing requirements has been satisfied and that the conditions to the release of a Guaranteeing Subsidiary under this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture5 have been satisfied, the Trustee shall execute any documents reasonably required in order to evidence the release of the any Guaranteeing Subsidiary from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Note Guarantee. (b) Any Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it Note Guarantee shall remain liable for the full amount of principal of of, premium, if any, and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article Fourteen of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock The Guarantee of a Guaranteeing Subsidiary), all Liens, if any, in favor Subsidiary Guarantor will be released: (A) automatically without any further action on the part of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 any Holder of the Indenture. If the assets sold Notes, in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger, consolidation or otherwise) to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved a Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated complies with the applicable provisions of this Indenture relating to Asset Sales, including, without limitation Section 4.12 hereof; (B) automatically without any further action on the part of the Trustee or any Holder of the Notes, in accordance connection with any sale of Capital Stock of that Subsidiary Guarantor that causes such Subsidiary Guarantor to cease to be a Subsidiary to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale complies with the provisions of this Indenture relating to Asset Sales, including, without limitation Section 4.10 4.12 hereof; and (C) automatically without any further action on the part of the Indenture. Upon Trustee or any Holder of the Notes, upon delivery by the Company to the Trustee of an Officers' ’ Certificate to the effect certifying that Subsidiary Guarantor shall no longer Guarantee (other than by virtue of such sale Subsidiary Guarantor’s Subsidiary Guarantee) any Indebtedness under a Credit Facility or any other disposition was made by Indebtedness for borrowed money of the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions any of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 its Restricted Subsidiaries of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.at least $15.0 million; (bii) Upon if the designation of a Guaranteeing Company designates such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms applicable provisions of the this Indenture, such Guaranteeing Subsidiary shall be released including, without limitation, Section 4.17 hereof; and (iii) if the Company exercises its Legal Defeasance option or its Covenant Defeasance option as described in Sections 8.02 and relieved of its 8.03 hereof, or if the Company’s Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Indenture are discharged in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Article 11 hereof. (b) Any Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 10. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently The Subsidiary Guaranty of a Subsidiary Guarantor will be released: (1) in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor, by way of merger, amalgamation, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall be released from and relieved the Company or a Restricted Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset SaleCompany, if the Net Proceeds from such sale or other disposition are treated does not violate Section 10.4 hereof; (2) in connection with any sale or other disposition of Capital Stock of that Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 10.4 hereof and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor to be an Unrestricted Subsidiary in accordance with the applicable provisions of Section 4.10 this Agreement; (4) if the Subsidiary Guarantor ceases to be a borrower or guarantor under all Credit Facilities and is released or discharged from all obligations thereunder and such Subsidiary Guarantor is released or discharged from its Guaranty of any other Indebtedness of the Indenture. Upon delivery by Company in excess of $10.0 million in aggregate principal amount, including the Company Guaranty that resulted in the obligation of such Subsidiary Guarantor to Guaranty the Trustee of an Officers' Certificate to the effect Notes; provided that if such sale or other disposition was made by the Company or the Guaranteeing SubsidiaryPerson has incurred any Indebtedness in reliance on its status as a Subsidiary Guarantor under Section 10.2 hereof, such Subsidiary Guarantor’s obligations under such Indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be incurred by a Restricted Subsidiary (other than a Subsidiary Guarantor) under Section 10.2 hereof; or (5) upon Legal Defeasance or Covenant Defeasance in accordance with the provisions Section 22 hereof or satisfaction and discharge of the Indenture and this Supplemental Indenture, including without limitation, Agreement in accordance with Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing 23 hereof. (b) Any Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Guaranty as provided in this Section 25 will remain liable for the full amount of principal of of, premium on, if any, and interest on on, the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the Indenture this Agreement and Subsidiary Guaranties as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation Guaranty of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinGuarantor. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock capital stock or membership interests, as the case may be, of a Guaranteeing Subsidiary), all Liens, if any, any Liens in favor of the Trustee in the assets sold thereby shall be released; provided provided, that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock capital stock or membership interests of a Guaranteeing Subsidiary, then the such Guaranteeing Subsidiary (in the event of a sale or other disposition of or all of the Capital Stock capital stock or membership interests of such the Guaranteeing Subsidiary) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such the Guaranteeing Subsidiary) shall be released from and relieved of its Obligations obligations under this Supplemental Indenture and its Subsidiary Note Guarantee made pursuant heretoor Section 11.03 of the Indenture, as the case may be; provided provided, that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released from its obligations under its Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary sale or other disposition was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Note Guarantee. (b) Upon the release by all holders of Senior Indebtedness and Guarantor Senior Indebtedness of all guarantees issued by a Guaranteeing Subsidiary relating to such Senior Indebtedness and Guarantor Senior Indebtedness and all Liens on the property and assets of such Guaranteeing Subsidiary relating to Senior Indebtedness and Guarantor Senior Indebtedness, then such Guaranteeing Subsidiary shall be released and relieved of any obligations under its Note Guarantee. Any Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that all holders of Senior Indebtedness and Guarantor Senior Indebtedness have released all guarantees issued by such Guaranteeing Subsidiary and all Liens on the property and assets of such Guaranteeing Subsidiary relating to such Senior Indebtedness and Guarantor Senior Indebtedness, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its obligations under its Note Guarantee. (c) In the event a Guaranteeing Subsidiary is not released from its Obligations obligations under its Note Guarantee pursuant to either of paragraphs (a) or (b) of this Section 5 or Section 11.04 of the Indenture, such Guaranteeing Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations Guarantor under this Supplemental Indenture or the Indenture, respectively, as provided in accordance with, and subject to, Section 4.18 Article XI of the Indenture or this Supplemental Indenture, respectively.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a any sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransaction) shall the Company or a Restricted Subsidiary of the Company, then the corporation acquiring the property will be released from and relieved of its Obligations any obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that in the Note Guarantee; (b) In the event of an Asset Saleany sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, in both cases, that the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required requested by the Company in order to evidence the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released any Guarantor from its obligations under its Subsidiary Note Guarantee, it shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (bc) Upon the designation of any Restricted Subsidiary that is a Guaranteeing Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of the this Indenture, such Guaranteeing Subsidiary shall Guarantor will be released and relieved of its Obligations any obligations under its Subsidiary Guarantee and this Supplemental Indenture. Note Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company Legal Defeasance or Covenant Defeasance in accordance with the provisions Article 8 hereof or satisfaction and discharge of the Indenturethis Indenture in accordance with Article 12 hereof, including without limitation Section 4.07 each Guarantor will be released and relieved of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations obligations under its Subsidiary Note Guarantee. Any Guaranteeing Subsidiary Guarantor not released from its Obligations obligations under its Subsidiary Note Guarantee shall as provided in this Section 11.05 will remain liable for the full amount of principal of of, premium on, if any, interest and interest on Special Interest, if any, on, the Notes and for the other Obligations obligations of any Guaranteeing Subsidiary Guarantor under the this Indenture as provided hereinin this Article 11. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Note Guarantee of a Guarantor will automatically and unconditionally be released and discharged with no further force and effect: (a) Concurrently with any sale of assets (including, if applicable, all of in the Capital Stock case of a Guaranteeing Subsidiary)Subsidiary Guarantee, all Liens, if any, in favor of upon the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets Capital Stock of such Guaranteeing Subsidiary) shall be released from and relieved of its Obligations under this Supplemental Indenture and its the relevant Subsidiary Guarantee made Guarantor pursuant hereto; to an Enforcement Sale as provided that for in the event Group Intercreditor Deed or as otherwise provided for under the Group Intercreditor Deed; (b) in the case of an Asset Salea Subsidiary Guarantee, upon the Net Proceeds from such sale or other disposition are treated (including through merger or consolidation but other than pursuant to an Enforcement Sale) in accordance compliance with the provisions of Section 4.10 this Indenture of the Indenture. Upon delivery by Capital Stock of the Company to relevant Subsidiary Guarantor (whether directly or through the Trustee disposition of an Officers' Certificate to the effect that a parent thereof), following which such Subsidiary Guarantor is no longer a Restricted Subsidiary (other than a sale or other disposition was made by to the Issuer or any of the Restricted Subsidiaries); (c) in the case of a Parent Guarantee, pursuant to an Enforcement Sale as provided for in the Group Intercreditor Deed or as otherwise provided for under the Group Intercreditor Deed; (d) in the case of any Note Guarantee of a Released Entity, pursuant to the Post-Closing Reorganization; provided that (1) such Released Entity is also released or discharged from such Released Entity’s guarantee of Indebtedness of the Company or and the Guaranteeing Subsidiary, Subsidiary Guarantors under the Senior Credit Facility and any Pari Passu Lien Obligation and (2) the New Immediate Holdco provides a guarantee of the Notes on substantially the same terms as the Parent Guarantee provided by Virgin Media prior to the Post-Closing Reorganization; (e) in the case may beof any Note Guarantee of a Parent that ceases to be a Parent of Virgin Media Communications; (f) in the case of a Guarantor that is prohibited or restricted by applicable Law from guaranteeing the Notes; (g) upon Legal Defeasance, in accordance with the provisions Covenant Defeasance or satisfaction and discharge of the Indenture Notes and this Supplemental IndentureIndenture as provided in Articles 8 or 12, including without limitationrespectively; (h) with respect to an Additional Subsidiary Guarantee given pursuant to Section 4.15, Section 4.10 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence upon the release of the Guaranteeing guarantee that gave rise to the requirement to issue such Additional Subsidiary Guarantee so long as no Event of Default would arise as a result and no other Indebtedness that would give rise to an obligation to give an Additional Subsidiary Guarantee is at that time guaranteed by the relevant Subsidiary Guarantor; (i) with respect to Subsidiary Guarantors only, upon the release or discharge of such Subsidiary Guarantor from its Obligations guarantee of Indebtedness of the Company and the Subsidiary Guarantors under the Senior Credit Facility or any Pari Passu Lien Obligation (including by reason of the termination of the Senior Credit Facility or any Pari Passu Lien Obligation) and/or the guarantee that resulted in the obligation of such Subsidiary Guarantor to guarantee the Notes, if such Subsidiary Guarantor would not then otherwise be required to guarantee the Notes pursuant to this Supplemental Indenture (and its treating any guarantees of such Subsidiary Guarantee made pursuant hereto. If Guarantor that remain outstanding as Incurred at least 30 days prior to such release or discharge), except a discharge or release by or as a result of payment under such guarantee; (j) with respect to any Additional Parent Guarantors only, upon the Guaranteeing Subsidiary is not released release or discharge of such Additional Parent Guarantor from its obligations guarantee of any Indebtedness of the Company and the Subsidiary Guarantors under its Subsidiary Guarantee, it shall remain liable for the full amount Senior Credit Facility or any Pari Passu Lien Obligation (including by reason of principal the termination of and interest on the Senior Credit Facility or any Pari Passu Lien Obligation) and/or if such Additional Parent Guarantor would not then otherwise be required to guarantee the Notes and for the other obligations pursuant to this Indenture, except a discharge or release by or as a result of payment under such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture.guarantee; (bk) Upon in the designation case of a Guaranteeing Subsidiary Guarantor, if such Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance compliance with Section 4.07; (l) as a result of a transaction permitted by, and in compliance with Section 5.01; (m) as described under Article 9; or (n) upon the terms full and final payment and performance of all Obligations of the IndentureIssuer and the Guarantors under this Indenture and the Notes. Notwithstanding any of the foregoing, such Guaranteeing Subsidiary in all circumstances a Note Guarantee shall only be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by if (1) the Company relevant Guarantor has delivered to the Trustee of an Officers' Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to such transaction have been complied with and (2) such Guarantor is released from its guarantees of the effect that such designation Senior Credit Facility, the Existing Senior Secured Notes and the Existing Senior Notes, as applicable. The Trustee shall take all necessary actions, including the granting of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by releases or waivers under the Company Intercreditor Deeds, to effectuate any release in accordance with the provisions of the Indenturethese provisions, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order subject to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of customary protections and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided hereinindemnifications. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. Notwithstanding Section 3 above, if: (ai) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of Subsidiary Guarantor ceases to be a Guaranteeing Subsidiary), all Liens, if any, Restricted Subsidiary in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance compliance with the applicable provisions of Section 4.10 of the Indenture. If ; (ii) the assets sold in such sale or other disposition include Securities are defeased and discharged pursuant to Section 1502 of the Indenture; or (iii) all or substantially all of the assets of a Guaranteeing the Subsidiary Guarantor or all of the Capital Stock of the Subsidiary Guarantor are sold (including by issuance, amalgamation, merger, consolidation or otherwise) by the Company or any Restricted Subsidiary in a Guaranteeing Subsidiarytransaction constituting an Asset Disposition and in which the Net Available Proceeds from such Assets Disposition are applied in accordance with requirements of Section 1013 of the Indenture, then then, in each case of (i), (ii) or (iii), upon delivery by the Guaranteeing Subsidiary (Company of an Officers' Certificate and an Opinion of Counsel stating that all conditions precedent contained in the event of a sale or other disposition of all Indenture provided for relating to the release of the Capital Stock Subsidiary Guarantor from its obligations under the Subsidiary Guarantee and Article Twelve of such Guaranteeing Subsidiary) the Indenture have been complied with, the Subsidiary Guarantor or the Person acquiring the property such assets (in the event of a sale or other disposition of all or substantially all of the assets or Capital Stock of such Guaranteeing SubsidiarySubsidiary Guarantor) shall be released from and relieved discharged of its Obligations obligations under this Supplemental Indenture and its the Subsidiary Guarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, in accordance with the provisions and under Article Twelve of the Indenture and this Supplemental Indenture, including without limitation, Section 4.10 any action on the part of the IndentureTrustee or any Holder, and the Trustee shall execute any documents reasonably required in order to evidence acknowledge the release of the Guaranteeing Subsidiary from its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto. If the Guaranteeing Subsidiary is not released Guarantor from its obligations under its this Subsidiary Guarantee, it shall remain liable for the full amount of principal of and interest Guarantee endorsed on the Notes Securities and for the other obligations of such Guaranteeing Subsidiary under the Indenture as provided in this Supplemental Indenture. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 Article Twelve of the Indenture.

Releases. (a) Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in In the event of an Asset Sale, the Net Proceeds from such any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary any Guarantor, by way of merger, consolidation or all of the Capital Stock of a Guaranteeing Subsidiaryotherwise, then the Guaranteeing Subsidiary (in the event of or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such Guaranteeing Subsidiarytransactions) the Issuers or a Restricted Subsidiary of the Issuers, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guaranteeing SubsidiaryGuarantor) shall will be released from and relieved of any obligations under its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoNote Guarantee; provided that in the event of an Asset Sale, the Net Proceeds from of such sale or other disposition are treated applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 of the Indenturehereof. Upon delivery by the Company Issuers to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company or the Guaranteeing Subsidiary, as the case may be, Issuers in accordance with the provisions of the Indenture and this Supplemental Indenture, including without limitation, limitation Section 4.10 of the Indenturehereof, the Trustee shall will execute any documents reasonably required in order to evidence the release of the Guaranteeing Subsidiary any Guarantor from its Obligations obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Supplemental Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) Upon Legal Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee made pursuant heretoNote Guarantee. If the Guaranteeing Subsidiary is Any Guarantor not released from its obligations under its Subsidiary Guarantee, it shall Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of such Guaranteeing Subsidiary any Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 10. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.

Releases. The Subsidiary Guarantee of a Subsidiary Guarantor shall be released and its obligation under this Indenture terminated: (a) Concurrently in connection with any sale of assets (including, if applicable, all of the Capital Stock of a Guaranteeing Subsidiary), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of the Indenture. If the assets sold in such sale or other disposition include all or substantially all of the assets of a Guaranteeing Subsidiary or all of the Capital Stock of a Guaranteeing Subsidiary, then the Guaranteeing Subsidiary (in the event of a sale or other disposition of all of the Capital Stock of such Guaranteeing Subsidiary) or the Person acquiring the property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guaranteeing SubsidiarySubsidiary Guarantor (including by way of merger or consolidation) shall be released from and relieved to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of its Obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant hereto; provided that the Company; (b) in the event of an Asset Sale, the Net Proceeds from such connection with any sale or other disposition are treated in accordance with the provisions of Section 4.10 of the IndentureCapital Stock of such Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if such Subsidiary Guarantor ceases to be a Subsidiary of the Company as a result of the sale or other disposition; (c) upon the dissolution of such Subsidiary Guarantor provided no Default or Event of Default has occurred that is continuing; (d) at such time as such Subsidiary Guarantor ceases to guarantee the Indebtedness under the Credit Facility; or (e) upon satisfaction and discharge of this Indenture pursuant to Section 8.01. Upon delivery by the Company to the Trustee of an Officers' ’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by all conditions precedent to the Company or the Guaranteeing Subsidiary, as the case may be, release of a Subsidiary Guarantor’s Subsidiary Guarantee set forth in accordance with the provisions of the this Indenture and this Supplemental Indenture, including without limitation, Section 4.10 of the Indenturehave been satisfied, the Trustee shall execute any documents reasonably required requested by the Issuer in writing in order to evidence the release of the Guaranteeing any Subsidiary Guarantor from its Obligations obligations under this Supplemental Indenture and its Subsidiary Guarantee made pursuant heretoGuarantee. If the Guaranteeing Any Subsidiary is Guarantor not released from its obligations under its Subsidiary Guarantee, it Guarantee shall remain liable for the full amount of the principal of and interest on the Notes and for the other obligations of such Guaranteeing any Subsidiary Guarantor under the this Indenture as provided in this Supplemental IndentureArticle 11. (b) Upon the designation of a Guaranteeing Subsidiary as an Unrestricted Subsidiary in accordance with the terms of the Indenture, such Guaranteeing Subsidiary shall be released and relieved of its Obligations under its Subsidiary Guarantee and this Supplemental Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guaranteeing Subsidiary as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of the Indenture, including without limitation Section 4.07 of the Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guaranteeing Subsidiary from its Obligations under its Subsidiary Guarantee. Any Guaranteeing Subsidiary not released from its Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other Obligations of any Guaranteeing Subsidiary under the Indenture as provided herein. (c) Each Guaranteeing Subsidiary shall be released and relieved of its obligations under this Supplemental Indenture in accordance with, and subject to, Section 4.18 of the Indenture.