Common use of Additional Intercreditor Agreements Clause in Contracts

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with at the Incurrence by the Borrower time of, or a Restricted Subsidiary prior to, any incurrence of any Financial Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensCollateral, the Borrower or a Restricted SubsidiaryCompany, the Administrative relevant Guarantors, the Trustee, the Collateral Agent and the International Security Agent shall may (without the consent of the majority in principal amount of the Holders) amend the Intercreditor Agreement to reflect such additional Financial Indebtedness or enter into a new intercreditor agreement with the holders of such Financial Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as as, and in any event terms not adverse to the Holders in any material respect compared to, the Intercreditor Agreement, including with respect to enforcement instructions, distributions and releases of Note Guarantees and Collateral; provided that any amendment to the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such any Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Trustee, the Collateral Agent or the International Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Trustee, the Collateral Agent or the International Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreementas in effect on the Issue Date. Each Holder, at the request of the Borrowerby accepting such Note, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or Agreement, any amendment thereto and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein)terms of this Indenture, the Security Documents or any Additional Intercreditor Agreements) and to have authorized and directed entry into such documents by the Administrative Trustee, the Collateral Agent and the International Security Agent from time to enter into time and neither the Intercreditor Agreement Trustee nor the Collateral Agent nor the International Security Agent shall be required to seek the consent of any holders of the Notes to perform its obligations under and any such Additional Intercreditor Agreementin accordance with this Section 4.28.

Additional Intercreditor Agreements. (a) At the request and expense of the BorrowerIssuer, in connection with at the Incurrence by time of, or prior to, the Borrower or a Restricted Subsidiary incurrence of any Indebtedness Debt that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensCollateral, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an additional intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on terms substantially the same terms as similar to the Intercreditor Agreement (or terms not materially less favorable the RSA Intercreditor Agreement or an amendment to the Lenders), including containing substantially Intercreditor Agreement or the same terms with respect to release RSA Intercreditor Agreement (which amendment does not adversely affect the rights of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the LendersHolders in any material respect); provided that such Additional Intercreditor Agreement amendment or additional intercreditor agreement will not impose any personal obligations on the Administrative Trustee or the Security Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For At the avoidance request and expense of doubtthe Issuer, subject to at the first sentence of this Section 4.13(a) and Section 4.13(b)time of, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect prior to, the incurrence of any such Indebtedness (to the extent such Indebtedness Debt that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Partiesunsecured Debt, the Administrative Issuer, the relevant Guarantors, the Trustee, the Security Agent and the Security Agent financier representative for such unsecured Debt shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such an additional intercreditor agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement on customary terms providing for limitations on enforcement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, customary standstill periods) for the addition financiers of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respectunsecured Debt; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does additional intercreditor agreement will not impose any personal obligations on the Administrative Trustee or the Security Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective the rights, duties, liabilities or immunities of the Trustee under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation . Upon the request and at the expense of the Issuer, the Trustee and the Post-Restructuring Guarantors will accede to any the Intercreditor Agreement and if applicable the RSA Intercreditor Agreement on or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders prior to the paymentdate of this Indenture. Each Holder of a Note, repaymentby accepting such Note, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted such accession and the terms and conditions of the Intercreditor Agreement or any Additional and the RSA Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein)and each additional intercreditor agreement, and to have directed neither the Administrative Agent and Trustee nor the Security Agent shall be required to enter into seek the Intercreditor Agreement consent of any Holders to perform its obligations under and any such Additional Intercreditor Agreementin accordance with this Section 4.19.

Additional Intercreditor Agreements. (a) At In addition to the provisions of Section 11.1, at the request of the BorrowerIssuer, in connection with at the time of, or prior to, the Incurrence by the Borrower Issuer or a Restricted Subsidiary any Guarantor of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensthis Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Guarantors and the Security Agent Trustee shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement” and, together with the Existing Intercreditor Agreement, the “Intercreditor Agreements”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Existing Intercreditor Agreement (or terms not materially less more favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the LendersIssuer); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the any Intercreditor Agreement. For If so requested by the avoidance of doubtIssuer, subject the Trustee is authorized to direct the first sentence of this Section 4.13(a) and Section 4.13(b), any Security Agent to similarly enter into such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)Agreement. (ba) At the direction request of the Borrower and Issuer, without the consent of Secured Partiesholders of the Notes, and at the time of, or prior to, the Administrative Agent Incurrence by the Issuer or a Guarantor of Indebtedness permitted to be Incurred pursuant to Section the preceding paragraph, the Issuer or the relevant Guarantor and the Security Agent Trustee shall from time to time enter into one or more amendments to any the Existing Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency in any of any such agreementthe Intercreditor Agreements, (2ii) increase the amount or types of Indebtedness of the types covered by any such agreement of the Intercreditor Agreements that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Agreements in a manner not prohibited by this Indenture and in a manner substantially consistent with the ranking and other terms of the Existing Intercreditor Agreement, (4iii) add Guarantors to any of the Intercreditor Agreements, (iv) further secure the ObligationsNotes, (5v) make provision for equal and ratable pledges the security securing any Notes, (vi) provide for the discharge of any of the Collateral Intercreditor Agreements to secure any Incremental Loansthe extent that Indebtedness thereunder has been discharged or is to be refinanced, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9vii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other such change to any such agreement of the Intercreditor Agreements that does not adversely affect the Lenders holders of the Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement intercreditor agreement without the consent of holders of the Required Lenders, Notes except as otherwise permitted under Section 9.08 of the Credit Agreement, by Existing Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective the rights, duties, liabilities or immunities of the Trustee under this Agreement or the Intercreditor Agreement Indenture or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at . If so requested by the request of the BorrowerIssuer, the Administrative Trustee is authorized to direct the Security Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that similarly enter into such transaction would comply with Section 4.05 hereof. (d) amendment. Each Lender Note holder shall be deemed to have agreed to and accepted the terms and conditions of each of the Existing Intercreditor Agreement or any an Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into . A copy of any of the Intercreditor Agreement and Agreements shall be available for inspection during normal business hours on any such Additional Intercreditor AgreementBusiness Day upon prior written request at the office of the Issuer.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent and relevant Restricted Subsidiaries, the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Guarantees; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), in this Section 4.13) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, and without the consent of Holders, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower Issuer, the Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Notes Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Collateral (or terms not materially less favorable to the LendersHolders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Holders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Notes Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) foregoing and Section 4.13(b)the succeeding paragraph, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LienSection 4.06). (b) At the written direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Notes Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Notes Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens permitted by Section 4.06, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessarynecessary or desirable, in the good faith determination of the Borrower Issuer in order to implement any transaction that is subject to Article V of this Annex I5 hereof; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement Indenture or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation Note or Loan Note Guarantee, enforcement of Liens over the Notes Collateral, the application of proceeds from the enforcement of Notes Collateral or the release of any Loan Note Guarantees or Lien over the Notes Collateral in a manner than would adversely affect the rights of the Lenders holders of the Notes in any material respect except as otherwise permitted by this AgreementIndenture, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Notes Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit AgreementArticle 9 hereof, and the Borrower Issuer may only direct the Administrative Agent Trustee and the Notes Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the BorrowerIssuer, the Administrative Agent Trustee (and Notes Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent Trustee and the Notes Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Notes Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Notes Collateral (or terms not materially less favorable to the LendersHolders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Notes Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) foregoing and Section 4.13(b)the succeeding paragraph, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Notes Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.,

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuers, in connection with the Incurrence by the Borrower Company or a the Restricted Subsidiary Subsidiaries of any Indebtedness that is for borrowed money permitted to share the Collateral pursuant to Section 3.2 constituting First Lien Obligations or Subordinated Indebtedness of the definition Company, any Issuer or any Guarantor, or any Indebtedness of Permitted Collateral Liensthe Company, any Issuer or any Guarantor to be secured by Liens having Junior Lien Priority, the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent Issuers, the relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an one or more intercreditor agreement agreements (including any Junior Intercreditor Agreement) (each an “Additional Intercreditor Agreement”), which shall (other than in the case of any Junior Intercreditor Agreement) or a restatement, amendment or other modification of the existing Intercreditor Agreement be on substantially the same terms as the First Lien Intercreditor Agreement (or on terms not materially less favorable to the Lendersholders of the Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority enforcement and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Note Guarantees and Collateral; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security the Collateral Agent or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the First Lien Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower Issuers and without the consent of Secured PartiesHolders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any the First Lien Intercreditor Agreement or any Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, mistake, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Company or a Guarantor that is subject to any such agreement Restricted Subsidiary (including with respect to any the First Lien Intercreditor Agreement or any Additional Intercreditor Agreement, Agreement the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries parties to the First Lien Intercreditor Agreement or an Additional Intercreditor Agreement, including Guarantors, or successors, including successor trustees or other Representatives, (4iv) further secure the ObligationsNotes (including Additional Notes), First Lien Obligations or any Subordinated Indebtedness, in each case to the extent permitted to be Incurred and so secured hereunder, (5v) make provision for equal and ratable pledges of the Collateral any collateral to secure the Notes (including any Incremental LoansAdditional Notes), (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement First Lien Obligations or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessarySubordinated Indebtedness, in each case to the good faith determination of the Borrower in order extent permitted to implement any transaction that is subject to Article V of this Annex I; be Incurred and so secured hereunder or (9vi) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Notes in any material respect; provided that no such changes . The Issuers shall be permitted not otherwise direct the Trustee to enter into any amendment to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or First Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders representing a majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article IX of the Credit Agreement, this Indenture and the Borrower Issuers may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective the rights, duties, liabilities or immunities of the Trustee under this Agreement Indenture or the First Lien Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor AgreementEach Holder, at the request of the Borrowerby accepting a Note, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the First Lien Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent ) and the Security Agent to enter into performance by the Trustee of its obligations and the exercise of its rights thereunder and in connection therewith. A copy of the First Lien Intercreditor Agreement and any such Additional Intercreditor AgreementAgreement shall be made available for inspection during normal business hours on any Business Day upon prior written request at the offices of the Issuers.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company or a any Restricted Subsidiary of (x) any Indebtedness that is permitted secured on Collateral or as otherwise required herein and (y) any Refinancing Indebtedness in respect of Indebtedness referred to share in the Collateral pursuant to the definition of Permitted Collateral Liensforegoing clause (x), the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Notes Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that (1) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Administrative Agent Trustee or Security Agent under this Indenture, the Intercreditor Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect and (2) if more than one such intercreditor agreement is outstanding at any time, the correlative terms of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower Company and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Company or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any the Intercreditor Agreement or any Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligationsobligations under the ABL Facility or Notes (including any Additional Notes), (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; , (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders (taken as a whole) in any material respect; provided respect or (9) make all necessary provisions to ensure that no such changes shall be permitted to the extent they affect Notes are secured by the ranking of any Obligation or Loan Guarantee, enforcement of relevant Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Company shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit Agreementthis Article 9, and the Borrower Company may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities liabilities, indemnities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.04. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), of this Section 9.06) and to have directed the Administrative Agent Trustee and the Security Agent to enter into such Additional Intercreditor Agreement. (e) A copy of the Intercreditor Agreement and any such Additional Intercreditor AgreementAgreement shall be made available for inspection during normal business hours on any Business Day upon prior written request at the office of the Issuers.

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the written request of the Borrower, in connection with without the Incurrence consent of the Lenders, and at the time of, or prior to, the incurrence by the Borrower or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is (1) Senior Secured Debt permitted to share the Collateral be incurred pursuant to the definition covenant set forth under “—Part II (General Undertakings and Mandatory Offers)—Incurrence of Permitted Collateral LiensIndebtedness and Issuance of Preferred Stock” or (2) any Indebtedness the proceeds of which are used, in whole or in part, to refinance the Loan or Senior Secured Debt, the Borrower or a Restricted SubsidiaryBorrower, the Administrative relevant Restricted Subsidiaries, the Agent and the Security Agent or any other relevant creditor representative or collateral agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an a new intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement (an “Additional Intercreditor Agreement”) on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees Guarantees, if any, and priority and release of the any Permitted Collateral Liens over Collateral (or terms not materially less favorable from time to the Lenders)time; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or the Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor AgreementAgent. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower and without the consent of Secured Partiesthe Lenders, the Administrative Agent and the Security Agent shall shall, from time to time time, enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreementagreement of a minor, technical or administrative nature, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred incurred by the Borrower or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsIndebtedness under the Finance Documents; provided that such amendment is consistent with the preceding paragraph), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (75) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (96) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changerespect. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement or Additional Intercreditor Agreement without the consent of the Required Majority Lenders, except as otherwise permitted under Section 9.08 of the Credit by this Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement the Finance Documents or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) . Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement and any amendment, restatement or other modification referred to in the preceding paragraphs (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent and any other relevant creditor representative or collateral agent to enter into the any such Intercreditor Agreement and any such or Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is Debt permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or Indenture, the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer and without the consent of the holders of Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lendersholders of Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe holders of Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or CG&R Draft Current date: 06-20-2019 11:20 AM 51390170v5 Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes, (5) make provision for equal and ratable pledges of security interests in the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover with respect to proceeds of enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders holders of Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender holder of Notes, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into (or accede to) the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, and without the consent of Holders, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower Issuer, the Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Notes Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the LEGAL_EU # 16733244.6 existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Collateral (or terms not materially less favorable to the LendersHolders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Holders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Notes Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) foregoing and Section 4.13(b)the succeeding paragraph, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LienSection 4.06). (b) At the written direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Notes Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Notes Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens permitted by Section 4.06, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessarynecessary or desirable, in the good faith determination of the Borrower Issuer in order to implement any transaction that is subject to Article V of this Annex I5 hereof; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement Indenture or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation Note or Loan Note Guarantee, enforcement of Liens over the Notes Collateral, the application of proceeds from the enforcement of Notes Collateral or the release of any Loan Note Guarantees or Lien over the Notes Collateral in a manner than would adversely affect the rights of the Lenders holders of the Notes in any material respect except as otherwise permitted by this AgreementIndenture, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Notes Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit AgreementArticle 9 hereof, and the Borrower Issuer may only direct the Administrative Agent Trustee and the Notes Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the BorrowerIssuer, the Administrative Agent Trustee (and Notes Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), LEGAL_EU # 16733244.6 and to have directed the Administrative Agent Trustee and the Notes Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer and without the consent of the holders of Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lendersholders of Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe holders of Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes, (5) make provision for equal and ratable pledges of security interests in the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover with respect to proceeds from enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders holders of Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender holder of Notes, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into (or accede to) the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (ai) At the request of the BorrowerIssuer and without the consent of the Holders of Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “"Additional Intercreditor Agreement”") or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders of Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (bii) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe Holders of Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes, (5) make provision for equal and ratable pledges of security interests in the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover with respect to proceeds from enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (ciii) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders of Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (div) Each Lender Holder of Notes, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into (or accede to) the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or Indenture, the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), of this Section 4.13) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement or on terms not violating the terms of this Indenture (for such matters covered by this Indenture) or terms not materially less favorable to affecting adversely the Lendersrights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6vi) implement any Permitted Collateral Liens, (7vii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), in this Section 4.13) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, in connection with the Incurrence by the Borrower Issuer or a any of its Restricted Subsidiary Subsidiaries of (1) any Indebtedness that is permitted secured on Charged Property or as otherwise required or not prohibited herein; and (2) any Refinancing Indebtedness in respect of Indebtedness referred to share the Collateral pursuant to the definition of Permitted Collateral Liensin Section 12.05(a)(1), the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that (A) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or the Security Agent or, in the reasonable opinion of the Administrative Agent Trustee or the Security Agent, as applicable, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Administrative Agent Trustee or the Security Agent under this Indenture, any Additional Intercreditor Agreement or the Intercreditor Agreement. For ; and (B) if more than one such intercreditor agreement is outstanding at any time, the avoidance correlative terms of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: : (1) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, ; (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes and the Note Guarantees), ; (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, ; (4) further secure the Obligations, Notes (including Additional Notes); (5) make provision for equal and ratable pledges of the Collateral Charged Property to secure any Incremental Loans, Additional Notes; (6) to facilitate a Permitted Tax Restructuring, a Permitted Reorganization or the Transaction; (7) implement any Permitted Collateral Liens, ; (7) 8) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders (taken as a whole) in any material respect; provided , making all necessary provisions to ensure that no such changes shall be permitted to the extent they affect Notes and the ranking Note Guarantees are secured by Liens of any Obligation or Loan Guarantee, enforcement of Liens equivalent priority over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeCharged Property. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without or Additional Intercreditor Agreement, other than: (i) in accordance with this Section 12.05(b); (ii) with the consent of the Required Lendersrequisite majority of Holders, except as otherwise permitted under Section 9.08 of the Credit Article 9; or (iii) as otherwise permitted by such Intercreditor Agreement or Additional Intercreditor Agreement, and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or the Security Agent or, in the reasonable opinion of the Administrative Agent Trustee or the Security Agent, adversely affect their respective rights, duties, liabilities liabilities, indemnities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders requisite majority of Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.06. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is Debt permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or Indenture, the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company or a any of its Restricted Subsidiary Subsidiaries of: (i) any Debt secured on Collateral or as otherwise required herein; and (ii) any Permitted Refinancing Debt in respect of any Indebtedness that is permitted Debt referred to share the Collateral pursuant to the definition of Permitted Collateral Liensin sub- clause (i) above, the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Debt (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lendersholders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that that: (A) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or the Security Agent or, in the opinion of the Administrative Agent Trustee or the Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or the Security Agent under this Indenture, any Additional Intercreditor Agreement or the Intercreditor Agreement. For ; (B) if more than one such intercreditor agreement is outstanding at any time, the avoidance correlative terms of doubt, subject to such intercreditor agreements must not conflict with one another in any material respect; and (C) regardless of the first sentence number of this Section 4.13(a) and Section 4.13(b), any such Intercreditor Agreements or Additional Intercreditor Agreement agreements, only one payment blockage notice may provide for pari passu be served in any period of 360 consecutive days or subordinated security interests in respect of the same event or circumstance and any such Indebtedness payment blockages may not be in effect for more than 179 days in the aggregate during any consecutive 360-day period. The Security Agent shall be entitled to request instructions from the Instructing Group (as defined in the Intercreditor Agreement) prior to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). executing any Additional Intercreditor Agreement. (b) At Further, at the written direction of the Borrower Company and without the consent of Secured PartiesNoteholders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, ; (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower Company or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including including, with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), ; (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, ; (4iv) further secure the Obligations, Notes (5including Additional Notes); (v) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, Debt permitted to be Incurred and secured by the Collateral under this Indenture; (6vi) implement any Permitted Collateral Liens, ; (7vii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders holders (taken as a whole) in any material respect; provided , making all necessary provisions to ensure that no such changes shall be permitted to the extent they affect Notes and the ranking of any Obligation or Loan Guarantee, enforcement of Note Guarantees are secured by first-priority Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.formulating its

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerThe Issuer, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lienseach Guarantor, the Borrower or a Restricted Subsidiary, the Administrative Agent Trustee and the Security Agent shall enter into with are hereby authorized (without any further consent of the holders of such Indebtedness (or their duly authorized Representativesthe Notes) an to enter into the Intercreditor Agreement and any other intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification deed in favor of the existing Intercreditor Agreement on lenders under the Revolving Credit Facility and under any other Credit Facilities with substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such “Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien”). (b) At the written direction of the Borrower Parent Guarantor or the Issuer and without the consent of Secured Partiesthe holders of the Notes, the Administrative Agent and Trustee or the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred incurred by the Borrower Parent Guarantor or a Guarantor any Restricted Group Member that is subject to any such agreement (including provided that such Debt is incurred in compliance with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligationsthis Indenture), (3iii) add Restricted Subsidiaries Group Members to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes incurred in compliance with this Indenture), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) Additional Notes incurred in compliance with this Indenture or to implement any Permitted Collateral Liens, (7vi) amend conform the text of the Intercreditor Agreement or to any provision of the “Description of the Notes” to the extent that such provision in the “Description of the Notes” was intended to be a verbatim recitation of a provision of the Intercreditor Agreement, (vii) to enter into an Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; under circumstances provided for therein or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders holders of the Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lendersholders of the Notes of a majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article Nine of this Indenture or as permitted by the Credit terms of such Intercreditor Agreement, and the Borrower Issuer may only direct the Administrative Agent and Trustee or the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or the Security Agent or, in the opinion of the Administrative Agent Trustee or the Security Agent, adversely affect their respective the rights, duties, liabilities or immunities under this Agreement of the Trustee or the Intercreditor Agreement Security Agent under the Indenture relating to the Notes or any Additional Intercreditor Agreement.. In formulating its opinion on such matters, the Trustee shall be entitled to request and rely absolutely on such evidence as it deems appropriate, including an Officer’s Certificate from the Issuer and an Opinion of Counsel (c) In relation to any Intercreditor Agreement or Additional Intercreditor AgreementEach holder of a Note, at the request of the Borrowerby accepting such Note, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have have: (i) appointed and authorized the Trustee to give effect to such provisions; (ii) authorized the Trustee to become a party to any future intercreditor arrangements described above; (iii) agreed to be bound by such provisions and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions of any future intercreditor arrangements described herein), and above; and (iv) irrevocably appointed the Trustee to have directed the Administrative Agent and the Security Agent act on its behalf to enter into and comply with such provisions and the Intercreditor Agreement and provisions of any such Additional Intercreditor Agreementfuture intercreditor arrangements described above.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer and without the consent of the Holders of the Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders of the Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe Holders of the Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable security interests and pledges of with respect to the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover in respect of proceeds of enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders of the Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company or a any Restricted Subsidiary of (x) any Indebtedness that is permitted secured on collateral securing the ABL Facility or the Senior Secured Notes or as otherwise required herein and (y) any Refinancing Indebtedness in respect of Indebtedness referred to share in the Collateral pursuant to the definition of Permitted Collateral Liensforegoing clause (x), the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Notes Guarantees; provided that (1) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Administrative Agent or Security Agent Trustee under this Indenture, the Intercreditor Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect and (2) if more than one such intercreditor agreement is outstanding at any time, the correlative terms of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower Company and without the consent of Secured PartiesHolders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Company or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any the Intercreditor Agreement or any Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including any Additional Notes) or further secured the ABL Facility or Senior Secured Notes (including any Additional Notes (as defined in the Senior Secured Indenture)), (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (96) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders (taken as a whole) in any material respect; provided that no such changes . The Company shall be permitted not otherwise direct the Trustee to the extent they affect the ranking of enter into any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit Agreementthis Article 9, and the Borrower Company may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities liabilities, indemnities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.04. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), of this Section 9.06) and to have directed the Administrative Agent and the Security Agent Trustee to enter into such Additional Intercreditor Agreement. (e) A copy of the Intercreditor Agreement and any such Additional Intercreditor AgreementAgreement shall be made available for inspection during normal business hours on any Business Day upon prior written request at the office of the Issuers.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, in connection with the Incurrence incurrence by the Borrower Issuer or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensIndebtedness, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement (an “Additional Intercreditor Agreement”) on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of security interests in the Liens over Collateral (or terms not materially less favorable to the Lenders)Collateral; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For ; it being understood that, for the avoidance of doubt, an increase in the amount of Indebtedness being subject to the first sentence terms of this Section 4.13(a) and Section 4.13(b), any such the Intercreditor Agreement or Additional Intercreditor Agreement may provide for pari passu or subordinated security interests will be deemed to be on substantially similar terms to the Intercreditor Agreement and will be deemed not to adversely affect the rights of the Holders and will be permitted by this provision if, in respect each case, the incurrence of any such Indebtedness (to the extent such Indebtedness and any Lien in its favor) is permitted to share by the Collateral pursuant to the definition of Permitted Collateral Lien). (b) covenants described under Section 4.06 and Section 4.08. At the direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or any Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries or Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes) and the Guarantees, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any the Intercreditor Agreement without the consent of the Required Lendersor any Additional Intercreditor Agreement, except as otherwise permitted under Section 9.08 of the Credit Agreement[9.02], and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or the Security Agent, as applicable, adversely affect their respective rights, duties, liabilities or immunities under this Indenture or the Intercreditor Agreement or an Additional Intercreditor Agreement. In relation to the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.07. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At The Indenture will provide that, at the request of the BorrowerKP Parent, in connection with the Incurrence by the Borrower KP Parent or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral be secured pursuant to clauses (1) and (2) of the definition of “Permitted Liens” or pursuant to clauses (1), (2) or (3) of the definition of “Permitted Collateral Liens”, KP Parent, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Notes Guarantees; provided that (i) any Indebtedness permitted to be secured pursuant to clauses (1) or (2) of the definition of “Permitted Liens” with aggregate commitments and outstanding obligations at the time of initial incurrence of at least €50.0 million (including the amount of all undrawn commitments and matured and contingent reimbursement obligations pursuant to letters of credit thereunder) will benefit from the ability to cause the release of Notes Guarantees and Collateral, (ii) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For Agreement and (iii) if more than one such intercreditor agreement is outstanding at any one time, the avoidance collective terms of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower KP Parent and without the consent of Secured PartiesHolders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower KP Parent or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower KP Parent shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit Agreementby Article IX, and the Borrower KP Parent may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at prior to the request taking of any Enforcement Action (as defined in the Borrower, Intercreditor Agreement) the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.02. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. A copy of the Intercreditor Agreement or any Additional Intercreditor Agreement will be made available for inspection during normal business hours on any Business Day upon prior written request at our offices or at the offices of the listing agent.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Guarantees; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 Holders of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, majority in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement.aggregate (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), of this Section 4.13) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, and without the consent of Holders, in connection with the Incurrence by the Borrower Issuer or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower Issuer, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Security Notes Collateral Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or or, as determined in good faith the Issuer, terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Collateral (or or, as determined in good faith by the Issuer, terms not materially less favorable to the LendersHolders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Holders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Notes Collateral Agent or, in the opinion of the Administrative Agent Trustee or Security Notes Collateral Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Notes Collateral Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject Subject to the first sentence of this Section 4.13(a4.17(a) and to Section 4.13(b4.17(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LienSection 4.06). (b) At the written direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Notes Collateral Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement.101 EU-DOCS\26039728.6 (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the BorrowerIssuer, the Administrative Agent Trustee (and Security Notes Collateral Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.05. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described hereinthis Section 4.17), and to have directed the Administrative Agent Trustee and the Security Notes Collateral Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Borrower, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent and the Security Collateral Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the any Intercreditor Agreement (or or, as determined in good faith by the Borrower, terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or or, as determined in good faith by the Borrower, terms not materially less favorable to the Lenders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Collateral Agent or, in the opinion of the Administrative Agent or Security Collateral Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Collateral Agent under this Agreement or the any Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a4.12(a) and Section 4.13(b4.12(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral LienSection 4.06). (b) At the written direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Collateral Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the any Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the any Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would would, in the good faith determination of the Borrower, adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Documents, any Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Collateral Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit this Agreement, and the Borrower may only direct the Administrative Agent and the Security Collateral Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Collateral Agent or, in the opinion of the Administrative Agent or Security Collateral Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Agreement, any Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Collateral Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the any Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Collateral Agent to enter into the any Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6vi) implement any Permitted Collateral Liens, (7vii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer and without the consent of the Holders of Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “"Additional Intercreditor Agreement”") or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders of Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe Holders of Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes, (5) make provision for equal and ratable pledges of security interests in the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover with respect to proceeds from enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders of Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender Holder of Notes, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into (or accede to) the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. ‌ (a) At the request of the BorrowerIssuer, in connection with the Incurrence by the Borrower Issuer or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share be Incurred pursuant to Section 4.01 and permitted to be secured on the Collateral pursuant to the definition of Permitted Collateral LiensSection 4.03, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interest; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor any Restricted Subsidiary that is subject to any such agreement (including including, with respect to any the Intercreditor Agreement or any Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an any Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.,

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing ​ ​ Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6vi) implement any Permitted Collateral Liens, (7vii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), in this Section 4.13) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7iv) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9v) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent or the Security Agent Trustee to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or Indenture, the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent Trustee to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Notes Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Notes Collateral (or terms not materially less favorable to the LendersHolders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Notes Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) foregoing and Section 4.13(b)the succeeding paragraph, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Notes Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Notes Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower Issuer in order to implement any transaction that is subject to Article V of this Annex I5 hereof; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement Indenture or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation Note or Loan Note Guarantee, enforcement of Liens over the Notes Collateral, the application of proceeds from the enforcement of Notes Collateral or the release of any Loan Note Guarantees or Lien over the Notes Collateral in a manner than would adversely affect the rights of the Lenders holders of the Notes in any material respect except as otherwise permitted by this AgreementIndenture, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Notes Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit AgreementArticle 9 hereof, and the Borrower Issuer may only direct the Administrative Agent Trustee and the Notes Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the BorrowerIssuer, the Administrative Agent Trustee (and Notes Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent Trustee and the Notes Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6vi) implement any Permitted Collateral Liens, (7vii) amend the Intercreditor Agreement or any Additional Intercreditor ​ ​ Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect violate the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking terms of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such changeIndenture. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), in this Section 4.13) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement.such (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.08. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), in this Section 4.13) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence incurrence by the Borrower or a Restricted Subsidiary its Subsidiaries of any Permitted Refinancing Indebtedness that is permitted to share in compliance with the Collateral pursuant to the definition of Permitted Collateral LiensFinance Documents, the Borrower or a Restricted SubsidiaryBorrower, the Administrative relevant Subsidiaries, the Facility Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersFinance Parties), including containing substantially the same terms with respect to release of Loan Guarantees guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to Security Interests under the Lenders)Security Documents; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Facility Agent or Security Agent or, in the opinion of the Administrative Facility Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Facility Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to To the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to required under any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Facility Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders Finance Parties to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Finance Documents thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted paragraph 7. In connection with providing any such consent, the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Facility Agent and the Security Agent shall be entitled to enter into receive and may conclusively rely upon, an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent provided in the Intercreditor Agreement and any such Agreement, Additional Intercreditor AgreementAgreement (if applicable) and the Finance Documents relating to such consent have been complied with.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer and without the consent of the holders of Notes, in connection with the Incurrence incurrence by the Borrower Issuer or a Restricted Subsidiary the Guarantors of any Indebtedness that is indebtedness permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensunder this Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent Guarantors, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lendersholders of Notes), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided provided, however, that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the written direction of the Borrower Issuer and without the consent of Secured Partiesthe holders of Notes, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness indebtedness covered by any such agreement that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness indebtedness ranking junior or pari passu in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries Guarantors to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes, (5) make provision for equal and ratable pledges of security interests in the Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens (including junior liens, pari passu liens and liens benefiting from priority rights of turnover in respect of proceeds of enforcement), (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; thereof or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders holders of Notes in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 Article 9 of this Indenture and as permitted under the Credit Agreement, Intercreditor Agreement or any Additional Intercreditor Agreement and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any the Intercreditor Agreement or any Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent on behalf of the Lenders holders of Notes to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes or the Guarantees thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender holder of Notes, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or and any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into (or accede to) the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. ‌ (a) At the request of the BorrowerIssuer, in connection with without the Incurrence consent of Holders, and at the time of, or prior to, the incurrence by the Borrower Issuer or a Restricted Subsidiary the Parent Guarantor of any Indebtedness that is permitted to share the Collateral Collat- eral pursuant to clause (b), (c) or (d) of the definition of “Permitted Collateral Liens,” the Issuer or the Parent Guarantor, the Borrower or a Restricted Subsidiary, the Administrative Agent Trustee and the Security Agent Trustee shall enter into with the holders of such Indebtedness Indebted- ness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders)Agreement, including containing substantially the same terms with respect to release of Loan Guarantees and priority the limitation on enforcement and release of guarantees and priority as set forth in the Liens over Collateral Intercreditor Agreement (or on terms not materially less more favorable to the LendersHolders); provided provided, that such Additional Intercreditor Agreement will shall not impose any personal obligations on the Administrative Agent Trustee or the Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or the Security Agent Trustee under this Agreement Inden- ture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).Agreement.‌ (b) At the direction request of the Borrower and Issuer, without the consent of Secured PartiesHolders, and at the time of, or prior to, the Administrative Agent incurrence by the Issuer or the Parent Guarantor of Indebtedness permitted to be incurred pursuant to paragraph (a) above, the Issuer or the Parent Guarantor, the Trustee and the Security Agent Trustee shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: : (1i) cure any ambiguitydefects, omissionresolve ambiguities or reflect changes, defect in each case, of a minor, technical or inconsistency of any such agreement, administra- tive nature; (2ii) increase the amount or types of Indebtedness covered by any such agreement Intercreditor Agreement or Additional Intercreditor Agreement that may be Incurred incurred by the Borrower Issuer or a the Parent Guarantor that is subject to any such agreement (including with respect sub- ject to any Intercreditor Agreement or Additional Intercreditor Agreement, Agreement (including the addition of provisions pro- visions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), ; (3iii) add Restricted Subsidiaries new guar- antors to the Intercreditor Agreement or an Additional Intercreditor Agreement, ; (4iv) further secure the Obligations, Notes; (5v) make provision for equal and ratable pledges of the Collateral security securing Additional Notes to secure any Incremental Loans, rank pari passu with the Collat- eral; (6) implement any Permitted Collateral Liens, (7vi) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9vii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement Intercreditor Agreement or an Addi- tional Intercreditor Agreement that does not adversely affect the Lenders rights of Holders in any material respect; provided that no such changes . (c) The Issuer shall be permitted to not otherwise direct the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral Trustee or the release of Security Trustee to enter into any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents amendment to the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise oth- erwise permitted under Section 9.08 of the Credit Agreement, by Article Nine and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Agent Trustee to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective the rights, duties, liabilities or immunities of the Trustee or the Security Trus- tee under this Agreement or Indenture, the Intercreditor Agreement or any such Additional Intercreditor Agreement. (cd) In relation to any the Intercreditor Agreement or or, to the extent applicable, an Additional Intercreditor In- tercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) Trustee shall consent be deemed to have consented on behalf of the Lenders Holders to the any payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations obli- gations subordinated to the Loans Notes thereby; provided, however, provided that such transaction would comply with Section 4.05 hereof4.08. (de) Each Lender Holder shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered en- tered into in the future pursuant to the provisions described set forth herein), ) and to have consented to and directed the Administrative Agent Trustee and the Security Agent Trustee to enter into any Additional Intercreditor Agreement or any amend- ment of the Intercreditor Agreement and or any such Additional Intercreditor AgreementAgreement which complies with this Section 4.23 and the conditions contained therein.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is Debt permitted to share the Collateral pursuant to the definition Section 4.06(a) or clause (b)(i), (b)(ii), (b)(vi) (other than with respect to Capitalized Lease Obligations), (b)(viii), (b)(ix), (b)(x), (b)(xiii), (b)(xiv), (b)(xv) or (b)(xviii) of Permitted Collateral LiensSection 4.06, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the request and direction of the Borrower Parent Guarantor and without the consent of Secured Partiesthe Holders, the Administrative Agent Trustee and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower an Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsNotes), (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4iv) further secure the ObligationsNotes (including Additional Notes), (5v) make provision for equal and ratable pledges of the Collateral to secure any Incremental LoansAdditional Notes, (6vi) implement any Permitted Collateral Liens, (7vii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; thereof or (9viii) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Parent Guarantor shall not otherwise direct the Administrative Agent Trustee or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted below under Section 9.08 of the Credit AgreementArticle Nine, and the Borrower Parent Guarantor may only direct the Administrative Agent Trustee and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent Trustee (and Security Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) 4.08. Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Trustee or Security Agent Agent, as applicable, to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement. The Issuers shall make a copy of the Intercreditor Agreement or any Additional Intercreditor Agreement available for inspection by Holders during normal business hours on any Business Day upon prior written request at the offices of the Listing Agent.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company of: (i) any Debt secured on Charged Property or a Restricted Subsidiary as otherwise required or not prohibited herein; and (ii) any Refinancing Debt in respect of any Indebtedness that is permitted Debt referred to share the Collateral pursuant to the definition of Permitted Collateral Liensin sub-paragraph (i) above, the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness Debt (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “"Additional Intercreditor Agreement”") or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersLenders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral Security Interests, provided that: (or terms not materially less favorable to the Lenders); provided that A) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or the Security Agent or, in the reasonable opinion of the Administrative Agent or the Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or the Security Agent under this Agreement, any Additional Intercreditor Agreement or the Intercreditor Agreement. For ; and 214 Project Meria: Senior Facilties Agreement (B) if more than one such intercreditor agreement is outstanding at any time, the avoidance correlative terms of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower Company and without the consent of Secured PartiesLenders, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: : (1i) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, ; (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower or a Guarantor Company that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsFacility), ; (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, [Reserved]; (4iv) further secure the ObligationsFacilities; (v) [Reserved]; (vi) to facilitate a Permitted Tax Restructuring, a Permitted Reorganization or the Transaction; (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6vii) implement any Permitted Collateral Liens, ; (7viii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9ix) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders (taken as a whole) in any material respect; provided , making all necessary provisions to ensure that no such changes shall be permitted to the extent they affect the Facilities are secured by first-ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. Charged Property. (c) The Borrower Company shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without or Additional Intercreditor Agreement, other than: (i) in accordance with paragraph (b) above; (ii) with the consent of the Required Lenders, requisite majority of Lenders except as otherwise permitted under Section 9.08 of the Credit pursuant to Clause 36 (Amendments and Waivers); or (iii) or as otherwise permitted by such Intercreditor Agreement or Additional Intercreditor Agreement, and the Borrower Company may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or the Security Agent or, in the reasonable opinion of the Administrative Agent or the Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (cd) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the requisite majority of Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Facilities thereby; provided, however, provided that such transaction would comply with the covenant described under Section 4.05 hereof.2 (Limitation on Restricted Payments). 215 Project Meria: Senior Facilties Agreement (de) Each Lender Finance Party shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement Agreement, (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerParent, in connection with the Incurrence incurrence by the Borrower Parent or a its Restricted Subsidiary Subsidiaries of any (x) Indebtedness that is permitted to share the Collateral pursuant to paragraph 8.1 or paragraphs 8.2 (1), (2), (3), (4) (other than with respect to Capital Lease Obligations), (5), (6), (8), (9), (10), (11), (14), (16) or (21) and (y) any Permitted Refinancing Indebtedness in respect of Indebtedness referred to in the definition of Permitted Collateral Liensforegoing clause (x), the Borrower or a Restricted SubsidiaryParent, the Administrative relevant Restricted Subsidiaries, the Facility Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersFinance Parties), including containing substantially the same terms with respect to release of Loan Guarantees guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to Security Interests under the Lenders)Security Documents; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Facility Agent or Security Agent or, in the opinion of the Administrative Facility Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Facility Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to To the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to required under any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Facility Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders Finance Parties to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Finance Documents thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted paragraph 9. In connection with providing any such consent, the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Facility Agent and the Security Agent shall be entitled to enter into receive and may conclusively rely upon, an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent provided in the Additional Intercreditor Agreement (if applicable) and any the Finance Documents relating to such Additional Intercreditor Agreementconsent have been complied with.

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company of: (i) any Debt secured on Charged Property or a Restricted Subsidiary as otherwise required or not prohibited herein; and (ii) any Refinancing Debt in respect of any Indebtedness that is permitted Debt referred to share the Collateral pursuant to the definition of Permitted Collateral Liensin sub-paragraph (i) above, the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness Debt (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “"Additional Intercreditor Agreement”") or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersLenders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral Security Interests, provided that: (or terms not materially less favorable to the Lenders); provided that A) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or the Security Agent or, in the reasonable opinion of the Administrative Agent or the Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or the Security Agent under this Agreement, any Additional Intercreditor Agreement or the Intercreditor Agreement. For ; and 215 Project Meria: Senior Facilties Agreement (B) if more than one such intercreditor agreement is outstanding at any time, the avoidance correlative terms of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict. (b) At the direction of the Borrower Company and without the consent of Secured PartiesLenders, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any the Intercreditor Agreement or any Additional Intercreditor Agreement to: : (1i) cure any ambiguity, omission, defect defect, manifest error or inconsistency of any such agreement, ; (2ii) increase the amount or types of Indebtedness Debt covered by any such agreement that may be Incurred by the Borrower or a Guarantor Company that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness Debt ranking junior in right of payment to the ObligationsFacility), ; (3iii) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, [Reserved]; (4iv) further secure the ObligationsFacilities; (v) [Reserved]; (vi) to facilitate a Permitted Tax Restructuring, a Permitted Reorganization or the Transaction; (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6vii) implement any Permitted Collateral Liens, ; (7viii) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; or (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9ix) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders (taken as a whole) in any material respect; provided , making all necessary provisions to ensure that no such changes shall be permitted to the extent they affect the Facilities are secured by first-ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. Charged Property. (c) The Borrower Company shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without or Additional Intercreditor Agreement, other than: (i) in accordance with paragraph (b) above; (ii) with the consent of the Required Lenders, requisite majority of Lenders except as otherwise permitted under Section 9.08 of the Credit pursuant to Clause 36 (Amendments and Waivers); or (iii) or as otherwise permitted by such Intercreditor Agreement or Additional Intercreditor Agreement, and the Borrower Company may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or the Security Agent or, in the reasonable opinion of the Administrative Agent or the Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (cd) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the requisite majority of Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Facilities thereby; provided, however, provided that such transaction would comply with the covenant described under Section 4.05 hereof.2 (Limitation on Restricted Payments). 216 Project Meria: Senior Facilties Agreement (de) Each Lender Finance Party shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement Agreement, (whether then entered into or entered into in the future pursuant to the provisions described herein), ) and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At In addition to the provisions of Section 11.1, at the request of the BorrowerIssuer, in connection with at the time of, or prior to, the Incurrence by the Borrower Issuer or a Restricted Subsidiary any Guarantor of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liensthis Indenture, the Borrower or a Restricted SubsidiaryIssuer, the Administrative Agent relevant Guarantors and the Security Agent Trustee shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement” and, together with the Existing Intercreditor Agreement, the “Intercreditor Agreements”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Existing Intercreditor Agreement (or terms not materially less more favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the LendersIssuer); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the any Intercreditor Agreement. For If so requested by the avoidance of doubtIssuer, subject the Trustee is authorized to direct the first sentence of this Section 4.13(a) and Section 4.13(b), any Security Agent to similarly enter into such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)Agreement. (ba) At the direction request of the Borrower and Issuer, without the consent of Secured Partiesholders of the Notes, and at the time of, or prior to, the Administrative Agent Incurrence by the Issuer or a Guarantor of Indebtedness permitted to be Incurred pursuant to Section the preceding paragraph, the Issuer or the relevant Guarantor and the Security Agent Trustee shall from time to time enter into one or more amendments to any the Existing Intercreditor Agreement or Additional Intercreditor Agreement to: (1i) cure any ambiguity, omission, defect or inconsistency in any of any such agreementthe Intercreditor Agreements, (2ii) increase the amount or types of Indebtedness of the types covered by any such agreement of the Intercreditor Agreements that may be Incurred incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Agreements in a manner not prohibited by this Indenture and in a manner substantially consistent with the ranking and other terms of the Existing Intercreditor Agreement, (4iii) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change add Guarantors to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.Agreements,

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable favourable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien). (b) At the direction of the Borrower and without the consent of Secured Parties, the Administrative Agent and the Security Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the Obligations), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the Obligations, (5) make provision for equal and ratable pledges of the Collateral to secure any Incremental Loans, (6) implement any Permitted Collateral Liens, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, in the good faith determination of the Borrower in order to implement any transaction that is subject to Article V of this Annex I; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement or make any other change to any such agreement that does not adversely affect the Lenders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation or Loan Guarantee, enforcement of Liens over the Collateral, the application of proceeds from the enforcement of Collateral or the release of any Loan Guarantees or Lien over Collateral in a manner than would adversely affect the rights of the Lenders in any material respect except as otherwise permitted by this Agreement, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower shall not otherwise direct the Administrative Agent or the Security Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required Lenders, except as otherwise permitted under Section 9.08 of the Credit Agreement, and the Borrower may only direct the Administrative Agent and the Security Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the Borrower, Borrower the Administrative Agent (and Security Agent, if applicable) shall consent on behalf of the Lenders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans thereby; provided, however, that such transaction would comply with Section 4.05 hereof. (d) Each Lender shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described herein), and to have directed the Administrative Agent and the Security Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, and without the consent of Holders, in connection with the Incurrence by the Borrower Issuer or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LiensSection 4.06, the Borrower Issuer, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Security Notes Collateral Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or or, as determined in good faith the Issuer, terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Collateral (or or, as determined in good faith by the Issuer, terms not materially less favorable to the LendersHolders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Holders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Notes Collateral Agent or, in the opinion of the Administrative Agent Trustee or Security Notes Collateral Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Security Notes Collateral Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject Subject to the first sentence of this Section 4.13(a4.17(a) and to Section 4.13(b4.17(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral LienSection 4.06). (b) At the written direction of the Borrower Issuer and without the consent of Secured PartiesHolders, the Administrative Agent Trustee and the Security Notes Collateral Agent shall from time to time enter into one or more amendments to any Intercreditor Agreement or Additional Intercreditor Agreement to: (1) cure any ambiguity, omission, defect or inconsistency of any such agreement, (2) increase the amount or types of Indebtedness covered by any such agreement that may be Incurred by the Borrower Issuer or a Guarantor that is subject to any such agreement (including with respect to any Intercreditor Agreement or Additional Intercreditor Agreement, the addition of provisions relating to new Indebtedness ranking junior in right of payment to the ObligationsNotes), (3) add Restricted Subsidiaries to the Intercreditor Agreement or an Additional Intercreditor Agreement, (4) further secure the ObligationsNotes (including Additional Notes), (5) make provision for equal and ratable pledges of the Notes Collateral to secure any Incremental LoansAdditional Notes, (6) implement any Permitted Collateral LiensLiens permitted by Section 4.06, (7) amend the Intercreditor Agreement or any Additional Intercreditor Agreement in accordance with the terms thereof; (8) make any change reasonably necessary, necessary or desirable in the good faith determination of the Borrower Issuer in order to implement any transaction that is subject to Article V of this Annex I5; or (9) implement any transaction in connection with the renewal extension, refinancing, replacement or increase of the Indebtedness that is not prohibited by this Agreement Indenture or make any other change to any such agreement that does not not, in the good faith determination of the Issuer, adversely affect the Lenders Holders in any material respect; provided that no such changes shall be permitted to the extent they affect the ranking of any Obligation Note or Loan Note Guarantee, enforcement of Liens over the Notes Collateral, the application of proceeds from the enforcement of Notes Collateral or the release of any Loan Note Guarantees or Lien over the Notes Collateral in a manner than would would, in the good faith determination of the Issuer, adversely affect the rights of the Lenders holders of the Notes in any material respect except as otherwise permitted by this AgreementIndenture, the Security Documents the Intercreditor Agreement or any Additional Intercreditor Agreement immediately prior to such change. The Borrower Issuer shall not otherwise direct the Administrative Agent Trustee or the Security Notes Collateral Agent to enter into any amendment to any Intercreditor Agreement without the consent of the Required LendersHolders of the majority in aggregate principal amount of the Notes then outstanding, except as otherwise permitted under Section 9.08 of the Credit Agreementin Article 9, and the Borrower Issuer may only direct the Administrative Agent Trustee and the Security Notes Collateral Agent to enter into any amendment to the extent such amendment does not impose any personal obligations on the Administrative Agent Trustee or Security Notes Collateral Agent or, in the opinion of the Administrative Agent Trustee or Security Notes Collateral Agent, adversely affect their respective rights, duties, liabilities or immunities under this Agreement Indenture or the Intercreditor Agreement or any Additional Intercreditor Agreement. (c) In relation to any Intercreditor Agreement or Additional Intercreditor Agreement, at the request of the BorrowerIssuer, the Administrative Agent Trustee (and Security Notes Collateral Agent, if applicable) shall consent on behalf of the Lenders Holders to the payment, repayment, purchase, repurchase, defeasance, acquisition, retirement or redemption of any obligations subordinated to the Loans Notes thereby; provided, however, that such transaction would comply with Section 4.05 hereof4.05. (d) Each Lender Holder, by accepting a Note, shall be deemed to have agreed to and accepted the terms and conditions of the Intercreditor Agreement or any Additional Intercreditor Agreement (whether then entered into or entered into in the future pursuant to the provisions described hereinthis Section 4.17), and to have directed the Administrative Agent Trustee and the Security Notes Collateral Agent to enter into the Intercreditor Agreement and any such Additional Intercreditor Agreement.