Common use of AMENDMENT, SUPPLEMENT AND WAIVER Clause in Contracts

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with With the consent of the Holders holders of at least not less than a majority in aggregate principal amount at Stated Maturity of the outstanding Senior Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, for the Senior Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend enter into one or supplement more indentures supplemental to the Indenture, Indenture for the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to cure purpose of adding any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition provisions to or changing in place of certificated Notes, to provide for the assumption any manner or eliminating any of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V provisions of the Indenture or of modifying in any manner the rights of the holders; provided that no such supplemental indenture will, without the consent of the Holder of each outstanding Senior Note affected thereby, (a) change the Stated Maturity of the principal of, or any installment of interest on, any Senior Note, or reduce the principal amount thereof (or premium, if any), or the interest thereon that would be due and payable upon Maturity thereof, or change the place of payment where, or the coin or currency in which, any Senior Note or any premium or interest thereon is payable, or impair the right to comply institute suit for the enforcement of any such payment on or after the Stated Maturity thereof, (b) reduce the percentage in principal amount at Stated Maturity of the outstanding Senior Notes, the consent of whose Holders is required for any such supplemental indenture or required for any waiver of compliance with Section 4.20 certain provisions of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to c) modify the extent permitted by Obligations of the Indenture), Company to make any change that would provide any additional rights offers to purchase Senior Notes upon a Change of Control or benefits to from the Holders proceeds of Asset Sales, (d) subordinate in right of payment, or otherwise subordinate, the Senior Notes or that does not adversely affect the legal rights under Guarantees to any other Indebtedness, (e) amend, supplement or otherwise modify the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification provisions of the Indenture under relating to Guarantees or (f) modify any of the TIAprovisions of this clause (except to increase any percentage set forth herein).

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, any of the Mirror Note Guarantees, Security Documents or the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 of the Indentureexceptions, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, any of the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), provided, however, that if any amendment, waiver or other modification will only affect the Notes, only the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (and not the consent of at least a majority in aggregate principal amount of all Notes), shall be required. Without the consent of each Holder of the then outstanding principal amount of Notes, an amendment, supplement or waiver may not: (A) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (B) reduce the principal of or change the Stated Maturity of any Dollar Note or reduce the premium payable upon the redemption or repurchase of any Dollar Note or change the time at which any Note may be redeemed or repurchased; (C) reduce the rate of or change the time for payment of interest, including default interest, on any note; (D) make any Dollar Note payable in money other than that stated in the Notes; (E) make any change in the provisions of the Indenture relating to waivers of past Defaults which require the consent of each Holder of the then outstanding principal amount of Dollar Notes outstanding; (F) impair the right of any Holder of Notes to receive payments of principal of, or interest or premium on, the Notes on or after the due date therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (G) change the ranking of the Notes, the Guarantees or the Security granted under the Security Documents; (H) release any Lien on the Collateral except as permitted by the Indenture and the Security Documents; (I) modify or release any of the Guarantees in any manner materially adverse to the Holders of the Notes other than in accordance with the terms of the Indenture; or (J) make any change in the preceding amendment and waiver provisions. Without the consent of any HolderHolder of Notes, the CompanyIssuer, the Subsidiary Guarantors and Guarantors, the Trustee and/or the Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, mistake, omission, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption by a successor Person of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to Holders of Notes and Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Indenture, the Notes, the Guarantees or the Security Documents of any such HolderHolder in any respect, to conform the text of the Indenture, the Guarantees, the Security Documents, the Intercompany Loans or the Notes to any provision of the “Description of New Secured Notes” in the Offering Memorandum, Consent Solicitation Statement and Disclosure Statement Soliciting Acceptances of a Prepackaged Plan of Reorganization dated March 8, 2013 relating to the offering of the Notes, to the extent that such provision in such “Description of New Secured Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Guarantees, the Security Documents or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture and to make such changes as may be required to the Security Documents (and any intercreditor agreement) to accommodate and implement such issuance of Additional Notes, to allow any Subsidiary to execute a supplemental indenture and/or a Guarantee with respect to the Notes or to further secure the Notes, to enter into, amend or supplement any intercreditor agreement with the holder, and/or any agent in respect thereof, of any other Indebtedness permitted to be incurred under the Indenture; provided that no such intercreditor agreement shall provide that the Notes or any Guarantee are subordinated to any such Indebtedness or subject to any payment blockage or enforcement standstill or that any Lien securing the Notes or the Guarantees ranks behind any Lien securing such Indebtedness, to evidence and provide for the acceptance and appointment under the Indenture or Security Documents of a successor Trustee or Security Agent pursuant to the requirement thereof, or to comply with the requirements extent necessary to provide for the granting of a security interest for the SEC in order to effect or maintain the qualification benefit of any Person (including any release and re-grant of a Lien) and as otherwise contemplated by the Indenture under the TIAprovided that, in each case, such amendment, supplement, modification, extension, renewal, restatement or replacement does not violate such covenant.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, Indenture or the Subsidiary Guarantors and the Trustee Subordinated Notes may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in principal amount of the Subordinated Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Subordinated Notes) ), and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, Indenture any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremiums on, if any, and interest on or Liquidated Damages on, if any, the Subordinated Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Subordinated Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Subordinated Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Subordinated Notes, the Company, Indenture or the Subsidiary Guarantors Subordinated Notes may be amended or supplemented by the Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to cure any ambiguity, defect or inconsistency, to provide for uncertificated Subordinated Notes in addition to or in place of certificated Subordinated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Subordinated Notes in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)'s assets, to make any change that would provide any additional rights or benefits to the Holders of the Subordinated Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, Holder or to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the then Outstanding Notes then outstanding and Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Outstanding Notes and Additional Notes, if any, voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a any Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of Notes in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer ’s or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)Guarantor’s assets, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to conform the text of the Indenture, or any Notes or any Note Guarantee, to any provision of the description of such securities in any offering memorandum with respect thereto to the extent that such provision in the description of such Notes was intended to be a verbatim recitation of a provision of the Indenture, the Notes or any Note Guarantee as evidenced in an Officers’ Certificate, to allow a Guarantor to execute a supplemental indenture for the purpose of providing a guarantee of any Notes in accordance with the provisions of the Indenture or any indenture supplemental to the Indenture, to establish the form or terms of Securities of any series as permitted by the Indenture, which is not yet issued, to supplement any of the provisions of the Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Section 4.02 or 4.03 of the Indenture, provided that any such actions shall not adversely affect the interests of Holders of Securities of such series in any material respect, to evidence and provide for the acceptance of appointment by a successor or separate Trustee with respect to the Securities of any series and to add to or change any of the provisions of the Indenture as shall be necessary to provide for or facilitate the administration of the Indenture by more than one Trustee or to provide for the issuance of Additional Notes in accordance with the limitations of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the including Additional Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer forfor the Notes), and, subject to Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (except a continuing Default or Event of Default (i) in the payment of principal, premium, if any, interest or Additional Amounts, if any, on the Notes and (ii) in respect of a covenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the then outstanding Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to (a) cure any ambiguity, defect or inconsistency, to ; (b) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (c) provide for the assumption of the Company'sobligations of the Company or any Subsidiary Guarantor to Holders in the case of a merger, a Mirror Note Issuer's consolidation, or a Guarantor's obligations pursuant to amalgamation or sale of all or substantially all of the Indenture, assets of the Company and/or a Subsidiary GuaranteeGuarantor, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply in accordance with Section 4.20 5.01 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee ; (to the extent permitted by the Indenture), to d) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (e) add additional guarantees with respect to the Notes or to comply release Subsidiary Guarantors from Subsidiary Guarantees as provided or permitted by the terms of the Indenture; (f) provide for the issuance of Additional Notes in accordance with the requirements of Indenture; or (g) conform the SEC in order to effect or maintain the qualification text of the Indenture under or the TIANotes to any provision of the “Description of Notes” section in the Final Term Sheet for the Notes, dated September 24, 2019, to the extent that such provision in such “Description of Notes” section was intended to be a verbatim recitation of a provision of the Indenture or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes, including Additional Notes, if any, voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default in the payment of the principal ofprincipal, premium, if any, and interest or Special Interest, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes (except for certain covenants and provisions of the Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to cure any ambiguity, omission, defect or inconsistency, to provide for the assumption by a successor corporation, partnership or limited liability company of the obligations of the Issuer under the Indenture, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide add additional Guarantees or additional obligors with respect to the Notes, to secure the Notes, to add to the covenants of the Issuer for the assumption benefit of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes or to comply with Section 4.20 of surrender any right or power conferred upon the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)Issuer, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to make any change to comply with the requirements any requirement of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATIA or to provide for the issuance of Additional Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Collateral Documents and, with the Notes consent of the First Priority Agent under the New Senior Secured Revolving Credit Facility, the Intercreditor Agreement, may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes, including, without limitation, Additional Notes, if any (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Special Interest, if any, and or interest on on, the Notes, except a payment default defaulting resulting solely from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class Notes, including, without limitation, Additional Notes, if any (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note GuaranteesGuarantees or, subject to the Intercreditor Agreement, the Mirror Note Pledge Agreements Collateral Documents, may be amended or the Notes supplemented (i) to cure any ambiguity, defect or inconsistency, ; (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (iii) to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Holders of Notes and Note or a Mirror Note Guarantee as Guarantees in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer ’s or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the IndentureGuarantor’s assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee as applicable; (to the extent permitted by the Indenture), iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or ; (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (vi) to conform the text of the Indenture, the Note Guarantees, the Collateral Documents or the Notes to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that such provision was intended by the Company to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes, which intent shall be evidenced by an Officers’ Certificate to that effect; (vii) to enter into additional or supplemental Collateral Documents; (viii) to release Collateral in accordance with the terms of the Indenture and the Collateral Documents; (ix) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture; or (x) to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes. Notwithstanding the foregoing, any amendment to, or waiver of, the provisions of the Indenture or any Collateral Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes will require the consent of the Holders of at least 66⅔% in aggregate principal amount of the Notes then outstanding.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any ). Any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (other than any provision relating to the right of any Holder to bring suit for the enforcement of any payment of principal, premium, if any, any interest on the Note, on or after the scheduled due dates expressed herein) may be waived waived, including by way of amendment, with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for or confirm the issuance of Additional Notes or the Exchange Notes, (iv) to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the IndentureIssuer’s assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), v) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or (vi) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Supplemental Indenture under the TIATIA or otherwise as necessary to comply with applicable law or (vii) to conform the Supplemental Indenture or the Notes to the “Description of Notes” section of the Prospectus.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Collateral Documents and, with the Notes consent of the required lenders under the Revolving Credit Facility, the Intercreditor Agreement may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Special Interest, if any, and or interest on on, the Notes, except a payment default resulting solely from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note GuaranteesGuarantees or, subject to the Intercreditor Agreement, the Mirror Note Pledge Agreements or the Notes Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolders of the Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or, subject to the Intercreditor Agreement, the Collateral Documents may be amended or the Notes supplemented: (i) to cure any ambiguity, defect or inconsistency, ; (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (iii) to provide for evidence the succession of another Person to the Company or any Guarantor and the assumption by any such successor of the Company's, a Mirror Note Issuer's covenants of the Company or a Guarantor's obligations pursuant to such Guarantor in the Indenture, a Subsidiary Guaranteethe Notes, a Mirror the Note Guarantees or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee Collateral Documents; (to the extent permitted by the Indenture), iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or ; (v) to comply with the requirements of law or the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (vi) to conform the text of an Indenture Document to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that the Trustee has received an Officers’ Certificate stating that such text constitutes an unintended conflict with the description of the corresponding provisions in the “Description of Notes”; (vii) to evidence and provide for the acceptance of the appointment under the Indenture or the Collateral Documents of a successor Trustee or Collateral Agent; (viii) to make any change to the Intercreditor Agreement to add parties thereto and otherwise implement the arrangements contemplated by the Offering Memorandum to be governed thereby in a manner consistent with the description thereof in the Offering Memorandum; (ix) to make any other provisions with respect to matters or questions arising under the Indenture Documents, provided that such actions pursuant to this clause shall not adversely affect the interests of the Holders in any material respect, as determined in good faith by the Company; (x) to enter into additional or supplemental Collateral Documents; (xi) to release Collateral when permitted or required by the Indenture, the Collateral Documents or the Intercreditor Agreement; or (xii) to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, any of the Mirror Note Guarantees, Security Documents or the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 of the Indentureexceptions, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, any of the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), provided, however, that if any amendment, waiver or other modification will only affect the Notes, only the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (and not the consent of at least a majority in aggregate principal amount of all Notes), shall be required. Without the consent of each Holder of the then outstanding principal amount of Notes, an amendment, supplement or waiver may not: (A) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (B) reduce the principal of or change the Stated Maturity of any Note or reduce the premium payable upon the redemption or repurchase of any Note or change the time at which any Note may be redeemed or repurchased; (C) reduce the rate of or change the time for payment of interest, including default interest, on any note; (D) make any Note payable in money other than that stated in the Notes; (E) make any change in the provisions of the Indenture relating to waivers of past Defaults which require the consent of each Holder of the then outstanding principal amount of Notes outstanding; (F) impair the right of any Holder of Notes to receive payments of principal of, or interest or premium on, the Notes on or after the due date therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (G) change the ranking of the Notes, the Guarantees or the Security granted under the Security Documents; (H) release any Lien on the Collateral except as permitted by the Indenture and the Security Documents; (I) modify or release any of the Guarantees in any manner materially adverse to the Holders of the Notes other than in accordance with the terms of the Indenture; or (J) make any change in the preceding amendment and waiver provisions. Without the consent of any HolderHolder of Notes, the CompanyIssuer, the Subsidiary Guarantors and Guarantors, the Trustee and/or the Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, mistake, omission, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption by a successor Person of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to Holders of Notes and Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Indenture, the Notes, the Guarantees or the Security Documents of any such HolderHolder in any respect, to conform the text of the Indenture, the Guarantees, the Security Documents, the Intercompany Loans or the Notes to any provision of the “Description of New Secured Notes” in the Offering Memorandum, Consent Solicitation Statement and Disclosure Statement Soliciting Acceptances of a Prepackaged Plan of Reorganization (as amended and supplemented) dated March 8, 2013 relating to the offering of the Notes, to the extent that such provision in such “Description of New Secured Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Guarantees, the Security Documents or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture and to make such changes as may be required to the Security Documents (and any intercreditor agreement) to accommodate and implement such issuance of Additional Notes, to allow any Subsidiary to execute a supplemental indenture and/or a Guarantee with respect to the Notes or to further secure the Notes, to enter into, amend or supplement any intercreditor agreement with the holder, and/or any agent in respect thereof, of any other Indebtedness permitted to be incurred under the Indenture; provided that no such intercreditor agreement shall provide that the Notes or any Guarantee are subordinated to any such Indebtedness or subject to any payment blockage or enforcement standstill or that any Lien securing the Notes or the Guarantees ranks behind any Lien securing such Indebtedness, to evidence and provide for the acceptance and appointment under the Indenture or Security Documents of a successor Trustee or Security Agent pursuant to the requirement thereof, or to comply with the requirements extent necessary to provide for the granting of a security interest for the SEC in order to effect or maintain the qualification benefit of any Person (including any release and re-grant of a Lien) and as otherwise contemplated by the Indenture under the TIAprovided that, in each case, such amendment, supplement, modification, extension, renewal, restatement or replacement does not violate such covenant.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the including Additional Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if anyany then Outstanding, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer forfor the Notes), and, subject to Section 4.10 of the Indenture, any existing Default or Event of Default (except a continuing Default or Event of Default (i) in the payment of principal, premium, if any, interest, if any, on the Notes and (ii) in respect of a covenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the Notes, including Additional Notes, if any, then Outstanding voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Notes of one or more series any property or assets; (b) to evidence the succession of another Person to the Issuer, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Issuer pursuant to Article Eight of the Indenture; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Notes or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Notes of such series to waive such an Event of Default; (d) to cure any ambiguity, defect ambiguity or inconsistency, to provide for uncertificated Notes in addition to correct or supplement any provision contained herein or in place of certificated Notesany supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change other provisions as the Issuer may deem necessary or desirable, provided that would provide any additional rights or benefits to no such action shall materially adversely affect the interests of the Holders of the Notes or that does not adversely affect Coupons; (e) to establish the legal rights under form or terms of the Notes or Additional Notes or of the Coupons appertaining to such Notes or Additional Notes; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of any such Holderthe trusts hereunder by more than one trustee, or pursuant to comply with the requirements of the SEC in order to effect or maintain the qualification Section 5.10 of the Indenture under the TIAIndenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement exceptions set forth in the Indenture, (i) the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes may be amended with the written consent of the Holders of at least not less than a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the such Notes) and subject to certain provisions of Article 6 of the Indenture, (ii) any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the written consent of the Holders of at least a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained Notes. Subject to certain exceptions set forth in connection with a purchase ofthe Indenture, or tender offer or exchange offer for, the Notes). Without without the consent of any Holder, the Company, the Issuer, the Subsidiary Guarantors and the Trustee Trustees may amend the Indenture or supplement the Notes: (i) to evidence the assumption by a successor Person of the obligations of the Company, the Issuer or any Subsidiary Guarantor under the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note GuaranteesCompany Guarantee or a Subsidiary Guarantee, as applicable, in compliance with Article 5 of the Indenture; (ii) to add guarantees with respect to the Notes or release a the Company or a Subsidiary Guarantor from its obligations under its Company Guarantee or Subsidiary Guarantee, as applicable, or the Indenture as permitted by the Indenture; (iii) to convey, transfer, assign, mortgage or pledge any property to or with the Trustees for benefit of the Holders of the Notes; (iv) to surrender any right or power the Indenture may confer on the Issuer; (v) to add to the covenants made in the Indenture for the benefit of the Holders of all Notes (as determined in good faith by the Issuer); (vi) to make any change that does not adversely affect the rights of any Holder in any material respect (as determined in good faith by the Issuer); (vii) to add any additional Events of Default; (viii) to secure the Notes, the Mirror Note Pledge Agreements Company Guarantee or any Subsidiary Guarantee; (ix) to evidence and provide for the Notes acceptance of appointment by additional or successor Trustees with respect to the Notes; (x) to cure any ambiguity, defect or inconsistencyinconsistency in the Indenture; (xi) to conform the text of the Indenture, to provide for uncertificated Notes in addition to or in place of certificated the Notes, the Company Guarantee or the Subsidiary Guarantees to any provision contained under the heading “Description of Notes” in the Offering Memorandum to the extent that such provision contained under the heading “Description of Notes” in the Offering Memorandum was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Company Guarantee or the Subsidiary Guarantees (as determined in good faith by the Issuer); (xii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date; (xiii) if permitted by applicable law, to combine the responsibilities and obligations of the U.S. Trustee and the Canadian Trustee into a single trustee for all purposes of the Indenture and the notes or to remove the Canadian Trustee, subject to the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's Canadian Trustee’s obligations pursuant under the Indenture by the U.S. Trustee; (xiv) to make any amendment to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V provisions of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (relating to the extent transfer, legending and delegending of Notes as permitted by the Indenture), including, without limitation, to make facilitate the issuance, administration and book-entry transfer of the Notes; provided, however, that (A) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any change that would provide applicable securities law, including Canadian Securities Laws, and (B) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes (except as may be required to comply with securities laws); and (xv) to supplement any additional rights or benefits provisions of the Indenture necessary to the Holders of defease and discharge the Notes or the Indenture (in accordance with the defeasance or discharge provisions, of the Indenture), provided that such action does not adversely affect the legal rights under interests of the Indenture Holders of any such Holder, or to comply with Notes in any material respect (as determined in good faith by the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIAIssuer).

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, Indenture or the Subsidiary Guarantors and Notes may be amended or supplemented for any of the Trustee may amend or supplement purposes set forth in Section 9.01 of the Indenture, the Subsidiary Guaranteesincluding, the Mirror Noteswithout limitation, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to cure any ambiguity, defect defect, omission or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption issuance of Additional Notes in accordance with the limitations set forth in the Indenture; to conform to the provisions of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant “Description of Notes” for the Initial Notes; to conform the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V text of the Indenture Note Documents or any other such documents (in recordable form) as may be necessary or advisable to comply with Section 4.20 preserve and confirm the relative priorities of the IndentureSenior Debt Obligations and the Second Priority Debt Obligations as such priorities are contemplated and set forth in the First Lien/Second Lien Intercreditor Agreement; to make, complete or confirm any grant of Collateral permitted or required by any of the Note Documents, including to release secure additional Senior Secured Debt and Pari Passu Secured Debt; to release, discharge, terminate or subordinate Liens on Collateral in accordance with the Note Documents and to confirm and evidence any Guarantor from its obligations under its Subsidiary Guarantee such release, discharge, termination or Mirror Note Guarantee (to subordination; as provided in the extent permitted by First/Second Lien Intercreditor Agreement and the Indenture), Pari Passu Second Lien Intercreditor Agreement; and to make any other change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially and adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the including Additional Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer forfor the Notes), and, subject to Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (except a continuing Default or Event of Default (i) in the payment of principal, premium, if any, interest or Additional Amounts, if any, on the Notes and (ii) in respect of a covenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the then outstanding Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to (a) cure any ambiguity, defect or inconsistency, to ; (b) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (c) provide for the assumption of the Company'sobligations of the Company and/or a Subsidiary Guarantor to Holders in the case of a merger, consolidation, or amalgamation or sale of all or substantially all of the assets of the Company and/or a Mirror Note Issuer's or a Subsidiary Guarantor's obligations pursuant ; provided, however, that the Company shall deliver to the IndentureTrustee an officers’ certificate and an opinion of counsel, a Subsidiary Guaranteeeach stating that such amalgamation, a Mirror Note merger, consolidation, conveyance or a Mirror Note Guarantee as the case may be, by a successor transfer complies with this covenant and that all conditions precedent contained in this Indenture relating to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee transaction have been complied with; (to the extent permitted by the Indenture), to d) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (e) add additional guarantees with respect to the Notes or to comply release Subsidiary Guarantors from Subsidiary Guarantees as provided or permitted by the terms of the Indenture; (f) provide for the issuance of Additional Notes in accordance with the requirements of Indenture; or (g) conform the SEC in order to effect or maintain the qualification text of the Indenture under or the TIANotes to any provision of the “Description of Notes” section in the Final Offering Memorandum for the Notes, dated September 10, 2015, to the extent that such provision in such “Description of Notes” section was intended to be a verbatim recitation of a provision of the Indenture or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes, including Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Guarantees (if in existence) may be amended or supplemented: to cure any ambiguity, defect or inconsistency, ; to comply with Article 6 of the Indenture; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide surrender any of the Issuer’s rights or powers under the Indenture; to add covenants or events of default for the assumption benefit of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture or Notes; to comply with Section 4.20 the applicable procedures of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to applicable Depositary; make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under of any Holder as determined in good faith by the Issuer, as evidenced in an Officers’ Certificate delivered to the Trustee; to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; to conform the text of the Indenture or the Notes to any such Holderprovision of the “Description of Notes” section of the Issuer’s Prospectus Supplement dated February 18, or 2015, relating to the offering of the Initial Notes; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to evidence the succession of another person to the Issuer, or successive successions, and the assumption by the successor person of the covenants, agreements and obligations of such Issuer the pursuant to Article 6; and to add any Guarantor or to evidence the release of any Guarantor from its Guarantee, in each case as provided in the Indenture; or to comply with the rules or regulations of any securities exchange or automated quotation system on which any of the Notes may be listed or traded.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, limitation consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and premium or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Supplemental Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements if any, or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes may be amended or supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's Issuers’ obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Notes in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), Issuers’ assets; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or Holder of Notes; to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to conform the text of the Supplemental Indenture or the Notes to any provision of the “Description of Notes” section of the Issuers’ prospectus supplement dated March 10, 2010 to the base prospectus included in the Issuers’ registration statement on Form S-3 (File No. 333-165368) relating to the issuance and sale of the Initial Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Supplemental Indenture or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Supplemental Indenture; or to add collateral to secure the Notes or to add guarantees of the Issuers’ obligations under the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes, including Additional Notes, if any, voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default in the payment of the principal ofprincipal, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes (except for certain covenants and provisions of the Indenture which cannot be amended without the consent of each affected Holder (whether in the aggregate holding a majority principal amount of Notes or not) may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to cure any ambiguity, omission, defect or inconsistency, to provide for the assumption by a Surviving Person of the obligations of the Company under the Indenture, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for add additional Subsidiary Guarantees with respect to the assumption of the Company's, a Mirror Note Issuer's Notes or a Guarantor's obligations release Subsidiary Guarantors from Subsidiary Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to make any change to comply with the requirements any requirement of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATIA or other applicable trust indenture legislation, to provide for the issuance of Additional Notes or to conform the text of the Indenture or this Note to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that such provision is intended to be a substantially verbatim recitation of a provision in the Indenture or this Note.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Notes, the Indenture Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Security Agreements and the Notes Intercreditor Agreements may be amended or supplemented with the consent of the Holders of at least a majority in principal amount at maturity of the Notes then outstanding Notes and Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Indenture Guarantees, the Mirror Note Pledge Security Agreements or the Notes Intercreditor Agreements may be waived with the consent of the Holders of a majority in principal amount at maturity of the then outstanding Notes and Additional Notes, if any, voting as a single class class. Notwithstanding the foregoing, (including consents obtained a) each of the Security Agreements may also be amended pursuant to the terms of the applicable Intercreditor Agreement without the consent of the Holders of at least a majority in connection with a purchase of, or tender offer or exchange offer for, principal amount at maturity of the Notes), and (b) any existing default or event of default under either of the Security Agreements, and compliance with any provision of either of the Security Agreements, may be waived pursuant to the terms of the applicable Intercreditor Agreement without the consent of the Holders of at least a majority in principal amount at maturity of the Notes. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Notes, the Indenture Guarantees, the Mirror Notes, Security Agreements and the Mirror Note Guarantees, the Mirror Note Pledge Intercreditor Agreements may be amended or the Notes supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated NotesNotes or to alter the provisions of Article 2 of the Indenture (including the related definitions) in a manner that does not materially adversely affect any Holder, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, Notes by a successor to the Company, such Mirror Note Issuer or such Guarantor Company pursuant to Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC or in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to provide for the Issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or to add a Subsidiary Guarantor.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes and the Notes any supplemental Indenture with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and and, subject to certain provisions of Article 6 Section 6.04 and Section 6.07 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes and any supplemental indenture may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may modify, amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes any supplemental indenture to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, Holders of Notes by a successor to the Company, such Mirror Note Issuer in the case of a merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), Issuer’s assets; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or Holder in any material respect; to comply with conform the requirements of the SEC in order to effect or maintain the qualification text of the Indenture or the Notes to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that such provision in such Description of Notes was intended to be a verbatim recitation of a provision of the Indenture or the Notes, as evidenced by an Officer’s Certificate; to allow any Guarantor to execute a supplemental indenture and/or Guarantee with respect to the Notes; to provide for uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the U.S. Code); to evidence and provide the acceptance of the appointment of a successor Trustee under the TIAterms of the Indenture or to otherwise comply with any requirement of the Indenture; or to provide for the issuance of Additional Notes in accordance with and if permitted by the terms of and limitations set forth in the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingOutstanding, without limitationand, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Section 4.10 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default (i) in the payment of the principal ofprincipal, premium, if any, and interest interest, if any, on the Notes, except Notes and (ii) in respect of a payment default resulting from an acceleration that has been rescindedcovenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture or the Notes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Notes any property or assets; (b) to evidence the succession of another Person to the Issuer, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Issuer pursuant to Article Eight of the Indenture; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Subsidiary Guarantees, Issuer and the Mirror Trustee shall consider to be for the protection of the Holders of Notes, and to make the Mirror Note Guaranteesoccurrence, or the Mirror Note Pledge Agreements occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Notes to waive such an Event of Default; (d) to cure any ambiguity, defect ambiguity or inconsistency, to provide for uncertificated Notes in addition to correct or supplement any provision contained herein or in place any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, or to make any other provisions as the Issuer may deem necessary or desirable, provided that no such action shall materially adversely affect the interests of certificated the Holders of the Notes, ; (e) to provide for the assumption issuance of Additional Notes in accordance with the limitations set forth in the Indenture; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the Company'sprovisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one trustee, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V requirements of the Indenture or to comply with Section 4.20 5.10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount Principal Amount of the Notes then outstanding Notes voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.4, 6.6 and 6.7 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, on and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or ). Subject to Sections 6.4, 6.6 and 6.7 of the Indenture, compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount Principal Amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Definitive Notes or to alter the provisions of Article II of the Indenture (including the related definitions) in a manner that does not adversely affect any Holder; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of the case may be, Notes by a successor to the Company, such Mirror Note Issuer or such Guarantor Company pursuant to Article V of the Indenture or Indenture; to comply with Section 4.20 confirm the text of the Indenture, any supplemental indenture, if applicable, or the Notes to release any Guarantor from its obligations provision set forth under its Subsidiary Guarantee or Mirror Note Guarantee (the heading “Description of the Notes” in a prospectus supplement applicable to the Notes; to supplement any of the provisions of the Indenture to such extent permitted by as shall be necessary to permit or facilitate the Indenture)defeasance and discharge of any Note pursuant to Article VIII, provided that any such action shall not adversely affect the interests of any Holder in any material respect; to make any change that would provide any additional rights or benefits to the Holders of the Notes or Notes; to make any change that is not inconsistent with the Indenture and does not adversely affect the legal rights under the Indenture of any such Holder, Holder of Notes; or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes, including Additional Notes, if any, voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default in the payment of the principal ofprincipal, premium, if any, and interest or Additional Interest, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes (except for certain covenants and provisions of the Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes notes in addition to or in place of certificated Notes, notes; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as holders of notes in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ’s assets; to make any change that would provide any additional rights or benefits to the Holders holders of the Notes notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to provide for or confirm the issuance of additional notes otherwise permitted to be incurred by the Indenture; or to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Parent Guarantee issued hereunder and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting (excluding, as a single class (including, without limitationpart of such majority, consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 the terms of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment the Parent Guarantee and the Security Documents, any existing default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Parent Guarantee or the Notes Security Documents may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting (excluding consents obtained in connection with a tender offer or exchange offer for the Notes); provided, however, that the consent of the Holders of at least 66-2/3% in principal amount of the Notes then outstanding (excluding, as a single class (including part of such 66-2/3%, consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes)) shall be required for any amendment or supplement of, or waiver of any existing Default or compliance with any provisions of, Section 4.08, 4.09, 4.10 or 5.01 of the Indenture. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Parent Guarantee or the Notes Security Documents to cure any ambiguitymanifest error, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or ; to comply with Section 4.20 Article 10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture hereunder of any such Holder, or ; to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act; to enter into additional or supplemental Security Documents; or to provide for the appointment of a successor trustee in compliance with the requirements of Section 7.08 of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee Indenture Documents may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Notes), in each case without notice to any other Holder, but subject to Section 5.21 of the Indenture. Without the consent of each Holder affected, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of, premium, if any, or extend the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.08(b), 3.09, 5.10, 5.14 and 5.15 of the Indenture prior to the time that any obligation to make an offer to purchase Notes thereunder has arisen); (3) reduce the rate of or extend the time for payment of interest, including default interest, or Additional Interest, if any, on any Note; (4) waive a Default in the payment of principal of, premium, if any, interest or Additional Interest, if any, on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, interest or Additional Interest, if any, on the Notes; (7) release any Guarantor from any of its obligations under its Note Guarantee or the Indenture, except in accordance with the terms of the Indenture; or (8) make any change in the foregoing or succeeding amendment, supplement and waiver provisions or Sections 10.01 or 10.02 of the Indenture. In addition, any amendment to, supplement or waiver of, the provisions of the Indenture Documents that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes shall require the consent of the Holders of not less than 66 2/3% in aggregate principal amount of the Notes then outstanding. Notwithstanding the foregoing, without the consent of any Holder, the CompanyIssuers, the Subsidiary Guarantors and the Trustee may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to Indenture Documents to: (1) cure any ambiguity, defect or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, (2) provide for uncertificated Notes in addition to or in place of certificated Notes, (3) comply with the covenant relating to mergers, consolidations and sales of assets; (4) provide for the assumption of the Company'sIssuers’ or any Guarantor’s obligations to Holders in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s assets, a Mirror Note Issuer's or a Guarantor's obligations pursuant (5) add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor (6) add to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Issuers or to comply with Section 4.20 any Guarantor for the benefit of the IndentureHolders or surrender any right or power conferred upon the Issuers or any Guarantor, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to 7) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, or to (8) comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (9) (i) enter into additional or supplemental Collateral Documents or (ii) release Collateral in accordance with the terms of the Indenture and the Collateral Documents, (10) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, (11) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes, (12) provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture, or (13) conform the text of the Indenture or any other Indenture Document to any provision of the “Description of the Notes” section of the Offering Memorandum to the extent that such provision was intended to be a verbatim recitation of a provision of the Indenture or any other Indenture Document, as evidenced by an Officers’ Certificate of the Company. The consent of Holders is not necessary under the Indenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Issuers are required to mail to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer forfor purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (or Default, other than a Default or Event of Default in the payment of the principal of, premium, if any, and or interest on the Notes, Notes (except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Notes and the Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer forfor purchase of, the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to ; provide for the assumption by a Surviving Person of the obligations of the Company under the Indenture; provide for uncertificated Notes in addition to or in place of certificated Notes, to provide Notes (provided that the uncertificated Notes are issued in registered form for the assumption purposes of Section 163(f) of the Company'sCode, or in a Mirror Note Issuer's or a Guarantor's obligations pursuant manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code); add Guarantees with respect to the IndentureNotes or confirm and evidence the release, a Subsidiary Guaranteetermination or discharge of any security or Guarantee when such release, a Mirror Note termination or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent discharge is permitted by the Indenture); secure the Notes, to make any change that would provide any additional rights or benefits add to the Holders covenants of the Company for the benefit of the holders of the Notes or surrender any right or power conferred upon the Company; make any change that does not adversely affect the legal rights under the Indenture of any such Holder, or to holder of the Notes; comply with the requirements any requirement of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIA; provide for the issuance of Additional Notes in accordance with the Supplemental Indenture; evidence and provide for the acceptance of appointment by a successor Trustee; conform the text of the Indenture or the Notes to any provision of the “Description of Notes” of the Prospectus to the extent that such provision in the “Description of Notes” of the Prospectus was intended to be a recitation of a provision of the Indenture or the Notes; or make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided that (i) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of Solera’s, the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to Solera, the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (vi) to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Issuer’s Offering Circular, (vii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, (viii) to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes, (ix) to secure the Notes, or (x) to release a Subsidiary Guarantor of the Notes upon its sale or other permitted release; provided that such sale or release is in accordance with the applicable provisions of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (Notes including, without limitation, consents obtained in connection with Additional Notes, if any, voting as a purchase ofsingle class, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and interest on or interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including, without limitation, Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated NotesNotes or to alter the provisions of the Indenture relating to the form of the Notes (including the related definitions) in a manner that does not materially adversely affect any Holder, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Holders of the Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such a Guarantor pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article 10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder of the Notes, provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, allow any Guarantor to execute a supplemental indenture and/or a Guarantee with respect to the Notes, remove a Guarantor which, in accordance with the terms of the Indenture, ceases to be liable in respect of its Guarantee, make appropriate provision in connection with the appointment of a successor trustee, or to comply with conform the requirements text of the SEC in order Indenture, the Guarantees or the Notes to effect or maintain the qualification any provision of the Indenture under “Description of Notes” section of the TIAOffering Memorandum to the extent that such provision in the “Description of Notes” section of the Offering Memorandum was intended to be a verbatim recitation of a provision of the Indenture, the Guarantees or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any ). Any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (other than any provision relating to the right of any Holder to bring suit for the enforcement of any payment of principal, premium, if any, any interest on the Note, on or after the scheduled due dates expressed herein) may be waived waived, including by way of amendment, with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors Issuers and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for or confirm the issuance of Additional Notes, (iv) to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's Issuers' obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the IndentureIssuers' assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), v) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or (vi) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Supplemental Indenture under the TIATIA or otherwise as necessary to comply with applicable law (vii) to con- form the Supplemental Indenture or the Notes to the “Description of Notes” section of the Offering Memorandum or (viii) to issue Exchange Notes and related Guarantees pursuant to the Registration Rights Agreement.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee Indenture Documents may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Notes). Without the consent of each Holder affected, an amendment, supplement or waiver with respect to the Indenture Documents may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of, premium, if any, or change the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.09, 5.10, 5.14 and 5.15 of the Indenture prior to the time at which an obligation to make an offer to purchase Notes thereunder has arisen); (3) reduce the rate of or change the time for payment of interest, including default interest, or Additional Interest, if any, on any Note; (4) waive a Default or Event of Default in the payment of principal of, premium, if any, interest or Additional Interest, if any, on the Notes (except a rescission of acceleration of the Notes and the consequences thereof by the Holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, interest or Additional Interest, if any, on the Notes when due and payable; (7) release any Guarantor from any of its obligations under its Note Guarantee or the Indenture, except in accordance with the terms of the Indenture; (8) after the Company’s obligation to make and consummate a Change of Control Offer, an Asset Sale Offer or an Excess Cash Flow Offer arises under the Indenture, amend, change or otherwise modify (A) such obligation in any material respect or (B) the provisions or definitions with respect thereto; or (9) make any change in the foregoing or succeeding amendment, supplement and waiver provisions. In addition, any amendment to, supplement or waiver of, the provisions of the Indenture Documents that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes will require the consent of the Holders of at least 662/3% in aggregate principal amount of the Notes then outstanding. Notwithstanding the foregoing, without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to Indenture Documents to: (1) cure any ambiguity, defect or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error; (2) provide for uncertificated Notes in addition to or in place of certificated Notes; (3) comply with the covenant relating to mergers, to consolidations, amalgamations and sales of assets; (4) provide for the assumption of the Company's’s or any Guarantor’s obligations to Holders in the case of a merger, a Mirror Note Issuer's consolidation, amalgamation or a Guarantor's obligations pursuant sale of all or substantially all of the assets of such Person; (5) add to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Company or to comply with Section 4.20 any Guarantor for the benefit of the Indenture, to release Holders or surrender any Guarantor from its obligations under its Subsidiary Guarantee right or Mirror Note Guarantee power conferred upon the Company or any Guarantor; (to the extent permitted by the Indenture), to 6) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, or to ; (7) comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (8) (i) enter into additional or supplemental Collateral Documents or (ii) release Collateral in accordance with the terms of the Indenture Documents; (9) (i) enter into additional or supplemental Note Guarantees with respect to the Notes or (ii) release a Note Guarantee by a Guarantor which release is otherwise permitted under the Indenture and would not result in a Default or Event of Default; (10) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof; (11) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes; (12) provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture; (13) add or replace First Priority Agents under the Intercreditor Agreement or to conform the provisions therein related to the collateral securing first priority claims (as defined therein) to the definition of First Priority Collateral; or (14) to conform the text of the Indenture or any other Indenture Document to any provision of the “Description of the Notes” section of the Offering Memorandum to the extent that such provision was intended to be a verbatim recitation of a provision of the Indenture or any other Indenture Document, as evidenced by an Officers’ Certificate of the Company. The consent of Holders is not necessary under the Indenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Company is required to mail to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, will not impair or affect the validity of the amendment, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the CompanyCompanies, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture and the Notes with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default in (i) the payment of the principal ofprincipal, premium, if any, and or interest on the Notes, except Notes and (ii) in respect of a payment default resulting from an acceleration that has been rescindedcovenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the CompanyCompanies, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to (a) cure any ambiguity, defect or inconsistency, (b) to provide for uncertificated Notes in addition to or in place of certificated Notes, to (c) provide for the assumption of the Company'sobligations of TWI, a Mirror Note Issuer's or a Guarantor's obligations pursuant the other Parent Guarantors and the Companies to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture assets of TWI, the other Parent Guarantors or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee Companies; (to the extent permitted by the Indenture), d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or (e) to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA, (f) to comply with the rules of any applicable securities depositary, (g) to add Guarantees with respect to Notes or to secure the Notes, (h) to add to the covenants of the Companies or any Guarantor for the benefit of the Holders or surrender any right or power conferred upon the Companies or any Guarantor, (i) to evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, or (j) to conform the text of the Indenture or the Notes to any provision of the section of the Offering Memorandum entitled "Description of the Notes" to the extent that such provision in the Description of Notes was intended to be a verbatim recitation of a provision of the Indenture, the Guarantees or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee Indenture Documents may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Notes), in each case without notice to any other Holder, but subject to Section 5.20 of the Indenture. Without the consent of each Holder affected, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce or forgive the principal of, premium, if any, or extend the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.09, 5.10 and 5.14 of the Indenture prior to the time at which an obligation to make such an offer has arisen); (3) reduce the rate of or extend the time for payment of interest, including default interest, on any Note; (4) waive a Default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, or interest on the Notes; (7) release any Guarantor from any of its obligations under its Notes Guarantee or the Indenture, except in accordance with the terms of the Indenture; or (8) make any change to paragraphs (a) to (h) of Section 10.02 of the Indenture. Without the consent (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes) of Holders of at least 90% of the aggregate principal amount of the Notes then outstanding, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) release all or substantially all of the value of the Notes Guarantees or release all or substantially all of the Collateral; or (2) subordinate the Notes or any Notes Guarantees to any other Indebtedness or subordinate the Liens of the Notes Secured Parties on the Collateral to Liens securing other Indebtedness, other than the subordination of the Liens of the Notes Secured Parties to (i) Liens that are expressly permitted by the Indenture as in effect prior to such amendment to be senior in priority to the Notes Secured Parties’ Liens on the Collateral, (ii) Liens securing Indebtedness for borrowed money (and not, for the avoidance of doubt, Indebtedness incurred in exchange for existing Indebtedness, including the Notes) or (iii) Liens securing Indebtedness which was offered to Holders ratably in accordance with the principal amount of their Notes; provided that this clause (2) will not apply to any transaction during the pendency of any case or proceeding of the Company under any Bankruptcy Law. Notwithstanding the foregoing, without the consent of any Holder, the Company, the Subsidiary Guarantors Trustee and the Trustee Collateral Agent may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to Indenture Documents to: (1) cure any ambiguity, defect defect, mistake or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, (2) provide for uncertificated Notes in addition to or in place of certificated Notes, (3) comply with the covenant relating to mergers, consolidations and sales of assets; (4) provide for the assumption of the Company's’s or any Guarantor’s obligations to Holders in the case of a merger or consolidation or sale of all or substantially all of the Company’s or such Guarantor’s assets, a Mirror Note Issuer's or a Guarantor's obligations pursuant (5) add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor (6) add to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Company or to comply with Section 4.20 any Guarantor for the benefit of the IndentureHolders or surrender any right or power conferred upon the Company or any Guarantor, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to 7) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, or (8) if it becomes necessary to qualify the Indenture under the TIA, comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (9) (i) enter into additional or supplemental Collateral Documents, (ii) release Collateral or Guarantors in accordance with the terms of the Indenture and the Collateral Documents or (iii) enter into any replacement intercreditor agreements substantially in the form of the Intercreditor Agreements entered into on the Issue Date or any other additional or supplemental intercreditor agreements in connection with the incurrence of any additional Indebtedness permitted under the Indenture, in form and substance approved by the Company as evidenced by the Company’s execution thereof and the Collateral Agent as evidenced by the Collateral Agent’s execution thereof, (10) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, (11) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes or (12) provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture. The consent of Holders is not necessary under the Indenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Company is required to send to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment, supplement or waiver. Notwithstanding anything to the contrary herein, Sections 5.24, 5.25 and 5.26 of the Indenture (including, in each case, any definitions used therein or related definitions) shall be automatically deemed to have been amended, modified, supplemented or waived, as applicable, to match the corresponding provision in the Credit Agreement (as amended, modified, supplemented or waived) without further action of any other Person (including, without limitation, the Holders of the Notes), if (i) the Required Term Lenders consent to an amendment, modification, supplement or waiver of the corresponding provision in the Credit Agreement and (ii) the Company deliver an Officer’s Certificate to the Trustee certifying that such amendments have occurred under the Credit Agreement and attaching a copy of such amendment, modification, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and interest on or interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Holders of Notes and Note or a Mirror Note Guarantee as Guarantees in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer ’s or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the IndentureGuarantor’s assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any Holder in any material respect, to conform the text of the Indenture, the Notes, the Note Guarantees or the Security Documents to any provision of the “Description of Notes” section of the Company’s Offering Memorandum dated May 7, 2014, relating to the initial offering of the Notes, to the extent that such Holderprovision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees or the Security Documents, which intent may be evidenced by an Officer’s Certificate to that effect, to enter into additional or supplemental Security Documents, to release Collateral or any Guarantor in accordance with the terms of the Indenture and the Security Documents, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to comply allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the requirements of the SEC in order Notes or to effect the release of a Guarantor from any its obligations under its Note Guarantee or maintain the qualification of the Indenture under to the TIAextent permitted thereby.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Guarantees or the Notes may be amended or supplemented with the A-4 consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes and Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes and Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Notes or to alter the provisions of Article 2 of the Indenture (including the related definitions) in a manner that does not materially adversely affect any Holder; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of the case may be, Notes by a successor to the Company, such Mirror Note Issuer or such Guarantor Company pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article 10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture hereunder of any such Holder, or Holder of the Note; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date thereof; to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes; to make, complete or confirm any grant of Collateral permitted or required by this Indenture or Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or Security Documents; to conform the text of the Indenture, the Subsidiary Guarantees, the Security Documents or the Notes to any provision of the Description of Notes contained in the Offering Circular to the extent that such provision in that Description of Notes was intended to be a verbatim recitation of a provision of the Indenture, the Subsidiary Guarantees, the Security Documents or the Notes; reflect any waiver or termination of any right arising under Article 12 of the Indenture that otherwise would be enforceable by any holder of a Parity Lien Obligation or Parity Lien, if such waiver or termination is set forth or provided herein or agreement governing or giving rise to such Parity Lien Obligation or Parity Lien; PROVIDED, that no such waiver or amendment shall adversely affect the rights of Holders of Notes; or except as otherwise provided under Section 13.09 of the Indenture make any change in the amendment and waiver provisions.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Security Documents or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount at maturity of the Notes then outstanding voting as a single class Notes (includingincluding Additional Notes, without limitationif any), consents obtained in connection with a purchase ofand, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Liquidated Damages, if any, and or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes may be waived with the consent of the Holders of a majority in principal amount at maturity of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase ofAdditional Notes, or tender offer or exchange offer for, the Notesif any). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of the case may be, Notes by a successor to the Company, such Mirror Note Issuer Company or such a Guarantor pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article 10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect in any material respect the legal rights under the Indenture of any such Holder, or Holder of the Notes; to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA; to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents; to conform the text of the Indenture, the Note Guarantees, the Security Documents or the Notes to any provision of the Description of Notes contained in the Offering Circular to the extent that such provision was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Security Documents or the Notes; as provided in clause (2) under Section 12.07(a) of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date thereof; or to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guaranteesnotes, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least not less than a majority in aggregate principal amount of the Notes notes then outstanding (including additional notes, if any) voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any other provision of the Indenture, the Subsidiary Guarantees notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or with the Notes Security Documents, may be waived with the consent of the Holders of not less than a majority in aggregate principal amount of the notes then outstanding Notes (including additional notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guaranteesnotes, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be amended or supplemented to cure any ambiguity, omission, mistake, defect or inconsistencyinconsistency in the Indenture; to comply with the provisions of the Indenture concerning consolidation, merger and sale of assets; to evidence and provide for the acceptance of appointment under the Indenture by a successor trustee or Collateral Agent; to provide for uncertificated Notes notes in addition to or in place of certificated Certificated Notes; to add one or more additional Guarantees on the terms required by the Indenture, to or provide for the assumption of the Company'sParent’s, a Mirror Note either Issuer's ’s or a Guarantor's any of the Subsidiary Guarantors’ obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), Holders; to make any change that would provide any additional rights or benefits to that, in the Holders good faith opinion of the Notes or that Board of Directors of the Parent as evidenced by a board resolution, does not adversely affect the legal rights of any Holder in any material respect; to conform the text of the Indenture (including any supplemental indenture or other instrument pursuant to which additional notes are issued), the notes (including any additional notes), any Subsidiary Guarantee, the Parent Guarantee, the Collateral Agency Agreement or any Collateral Agreement to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum dated June 9, 2016, relating to the initial offering of the notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the notes, the Parent Guarantee, any Subsidiary Guarantee, the Collateral Agency Agreement or any Collateral Agreement; to amend the Collateral Agency Agreement to add additional holders of Additional Secured Obligations permitted under the Indenture Indenture, the Collateral Agency Agreement and any Secured Debt Documents then in effect; to add covenants for the benefit of any such Holderthe Holders, or to comply surrender any right or power conferred upon the Parent, the Issuers or any Guarantor; to release, terminate or discharge the Guarantee of any Guarantor or any Lien, in each case when such release, termination or discharge is permitted in accordance with the requirements terms of this Indenture; to provide for the issuance of additional notes in accordance with the limitations set forth in the Indenture as of the SEC date of the Indenture; to make any changes with respect to the rights or obligations of the Trustee or other provisions relating to the Trustee that do not adversely affect the rights of any Holder in order any material respect; to effect or maintain make any amendments to the qualification provisions of the Indenture relating to the transfer and legending of notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the notes; provided, however, that (i) compliance with the Indenture as so amended would not result in notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer notes; to amend the Notes Security Documents to add any holders of Priority Lien Obligations to the extent permitted under the TIAIndenture, the Collateral Agency Agreement and any Priority Lien Document then in effect; and to add to the Collateral securing the notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase ofprovided that Section 3.08, or tender offer or exchange offer for, Section 4.10(d) and Article 5 of the Notes). Without Indenture and any other provision that is subject to the consent of a majority in aggregate principal amount of the outstanding Notes beneficially owned by all of the Designated Noteholders (including this proviso) may not be amended or supplemented without the consent of a majority in aggregate principal amount of the outstanding Notes beneficially owned by all of the Designated Noteholders and any HolderDefault or Event of Default resulting therefrom may not be waived without the consent of a majority in aggregate principal amount of the outstanding Notes beneficially owned by all of the Designated Noteholders. Notwithstanding the preceding, the Company, the Subsidiary Guarantors and the Trustee may holders of a majority in aggregate principal amount of the outstanding Notes beneficially owned by all of the Designated Noteholders may, without the consent of any other holder of Notes or the Trustee, amend or supplement the Indenture, the Subsidiary GuaranteesSecurity Documents, the Mirror Notes and the Note Guarantees to amend or supplement the provisions under Section 3.08, Section 4.10(d) and Article 5 of the Indenture and any other provision that is subject to the consent of a majority in aggregate principal amount of the outstanding Notes beneficially owned by all of the Designated Noteholders, and the Company, the Guarantors and the Designated Noteholders may, without the consent of any other holder of Notes or the Trustee, waive any Default or Event of Default resulting therefrom. Without the consent of any Holder of Notes, the Mirror Note GuaranteesIndenture, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Holders and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture, the Notes, the Note Guarantees or the Security Documents to any provision of the “Description of the Notes” section of the Company’s Offering Memorandum dated March 16, 2016, relating to the initial offering of the Notes, to the extent that such provision in that “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees or the Security Documents, which intent may be evidenced by an Officers’ Certificate to that effect, to enter into additional or supplemental security documents in accordance with the terms of the Security Documents, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any Security Documents or any release of collateral that becomes effective as set forth in the Indenture or any Security Documents, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement exceptions set forth in Section 9.02 of the Indenture, the Subsidiary GuaranteesIndenture (including, without limitation, Section 4.10 and Section 4.15 thereof), the Mirror Notes, Notes or the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any), voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing past Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any), voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without notice to or the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented to cure any ambiguity, defect defect, omission or inconsistency, to provide for uncertificated inconsistency in the Indenture or the Notes in addition to or in place of certificated NotesNote Guarantees, to provide for the assumption of the Company'sREIT’s, a Mirror any Issuer’s or any Guarantor’s obligations to Holders of the Notes and the Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Guarantees in the case may beof a merger or consolidation or sale of all or substantially all of the REIT’s, by a successor to the Company, such Mirror Note Issuer any Issuer’s or such Guarantor pursuant to Guarantor’s assets in compliance with Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any Holder in any material respect, to evidence and provide for the acceptance of an appointment by a successor Trustee, to add to the covenants of the REIT, any Issuer or any Guarantor for the benefit of the Holders of the Notes or to surrender any right or power conferred upon the REIT, any Issuer or any Guarantor, to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Offering Memorandum to the extent that such Holderprovision in the “Description of the Notes” section of the Offering Memorandum was intended to be a substantially verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, as set forth in an Officers’ Certificate of the Operating Partnership, to provide for the issuance of Additional Notes and related Note Guarantees in accordance with the terms of the Indenture, to provide for any Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by the Indenture, to make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes, provided, however, that (a) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act, or any other applicable securities law and (b) such amendment does not materially and adversely affect the rights of Holders to transfer Notes, to provide for uncertificated Notes in addition to or in place of certificated Notes; provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, to supplement any of the provisions of the Indenture to the extent necessary to permit or facilitate defeasance and discharge of the Notes; provided, that the action shall not adversely affect the interests of the Holders of Notes in any material respect, to provide for a reduction in the minimum denomiations of the Notes or to comply with the requirements rules of the SEC in order to effect or maintain the qualification of the Indenture under the TIAany applicable securities depositary.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Guarantees or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (includingNotes, including without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) , and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (Notes, including without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a any Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes in case of a merger or to comply with Section 4.20 of the Indentureconsolidation, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (vi) to conform the text of the Indenture, the Subsidiary Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum dated December 11, 2003, relating to the initial offering of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Subsidiary Guarantees or the Notes, (vii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, (viii) to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Subsidiary Guarantee with respect to the Notes, or (ix) to issue the Exchange Notes. In addition, (a) any amendment to the subordination provisions of the Indenture that adversely affects the rights of any holder of Senior Debt of the Company then outstanding requires the consent of the holders of such Senior Debt (or any group or representative thereof authorized to give a consent), and (b) any amendment or waiver in respect of subordination provisions of the Indenture that adversely affects the rights of the Holders requires the consent of the Holders of at least 66 2/3% in aggregate principal amount of Notes then outstanding.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee Indenture Documents may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Notes), in each case without notice to any other Holder, but subject to Section 5.20 of the Indenture. Without the consent of each Holder affected, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of, premium, if any, or extend the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.09, 5.10 and 5.14 of the Indenture prior to the time at which an obligation to make such an offer has arisen); (3) reduce the rate of or extend the time for payment of interest, including default interest, on any Note; (4) waive a Default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, or interest on the Notes; (7) release any Guarantor from any of its obligations under its Notes Guarantee or the Indenture, except in accordance with the terms of the Indenture; or (8) make any change to Sections 10.01 or 10.02 of the Indenture. No amendment, supplement or waiver shall, without the consent of Holders of not less than 66 2/3% in aggregate principal amount of the then outstanding Notes issued under the Indenture, release (or have the effect of releasing) all or substantially all of the Collateral from the Liens securing the Indenture Obligations. Notwithstanding the foregoing, without the consent of any Holder, the Company, the Subsidiary Guarantors Trustee and the Trustee Collateral Agent may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to Indenture Documents to: (1) cure any ambiguity, defect defect, mistake or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, (2) provide for uncertificated Notes in addition to or in place of certificated Notes, (3) comply with the covenant relating to mergers, consolidations and sales of assets; (4) provide for the assumption of the Company's’s or any Guarantor’s obligations to Holders in the case of a merger or consolidation or sale of all or substantially all of the Company’s or such Guarantor’s assets, a Mirror Note Issuer's or a Guarantor's obligations pursuant (5) add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor (6) add to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Company or to comply with Section 4.20 any Guarantor for the benefit of the IndentureHolders or surrender any right or power conferred upon the Company or any Guarantor, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to 7) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, or (8) if it becomes necessary to qualify the Indenture under the TIA, comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (9) (i) enter into additional or supplemental Collateral Documents, (ii) release Collateral or Guarantors in accordance with the terms of the Indenture and the Collateral Documents or (iii) enter into any replacement intercreditor agreement substantially in the form of the Intercreditor Agreement entered into on the date of the Indenture, (10) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, (11) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes, (12) conform the text of the Indenture Documents to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that such provision of the “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture Documents, which intent shall be evidenced by an Officers’ Certificate of the Company to that effect, (13) provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture or (14) subject the security interests in the Collateral in respect of Pari Passu Payment Lien Obligations to the terms of the Collateral Documents and Intercreditor Agreement, to the extent the incurrence of such Pari Passu Indebtedness and the grant of all Liens on Collateral held for the benefit of such Pari Passu Indebtedness was permitted under the Indenture. The consent of Holders is not necessary under the Indenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Company is required to mail to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Guarantees or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes and Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the A1-4 consent of the Holders of a majority in principal amount of the then outstanding Notes and Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Notes or to alter the provisions of Article 2 of the Indenture (including the related definitions) in a manner that does not materially adversely affect any Holder; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of the case may be, Notes by a successor to the Company, such Mirror Note Issuer or such Guarantor Company pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article 12 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture hereunder of any such Holder, or Holder of the Note; to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes; to make, complete or confirm any grant of Collateral permitted or required by this Indenture or any release of Collateral that becomes effective as set forth in this Indenture; to reflect any waiver or termination of any right arising under Article 10 of the Indenture that otherwise would be enforceable by any holder of a Parity Lien Obligation or Parity Lien, if such waiver or termination is set forth or provided in this Indenture or agreement governing or giving rise to such Parity Lien Obligation or Parity Lien, PROVIDED that no such waiver or amendment shall adversely affect the rights of Holders of the Notes; or as provided in clause (2) of Section 10.07.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the CompanyIndenture (including, without limitation, Section 3.10, Section 4.10 and Section 4.14 thereof), the Subsidiary Guarantors and the Trustee may amend or supplement the IndentureNotes, the Subsidiary Guarantees, the Mirror NotesSecurity Documents, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Intercreditor Agreement or any Additional Intercreditor Agreement may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 Section 6.04 and Section 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and interest on or Additional Amounts, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Security Documents, 1 Include in any Global Note. 2 Include in any Definitive Note Pledge Agreements the Intercreditor Agreement or the Notes any Additional Intercreditor Agreement may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes); provided that if any amendment, waiver or other modification will only affect one series of the Notes), only the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes of such series shall be required. Without In certain circumstances, the Indenture, the Notes, the Guarantees, the Intercreditor Agreement or any Security Document may be amended or supplemented without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes including to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, any of the Mirror Note Guarantees, Security Documents or the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 of the Indentureexceptions, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, any of the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), provided, however, that if any amendment, waiver or other modification will only affect the Dollar Notes, only the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Dollar Notes (and not the consent of at least a majority in aggregate principal amount of all Notes), shall be required. Without the consent of Holders holding at least 90% of the then outstanding principal amount of Dollar Notes, an amendment, supplement or waiver may not: (A) reduce the principal amount of Dollar Notes whose Holders must consent to an amendment, supplement or waiver; (B) reduce the principal of or change the Stated Maturity of any Dollar Note or reduce the premium payable upon the redemption or repurchase of any Dollar Note or change the time at which any Dollar Note may be redeemed or repurchased; (C) reduce the rate of or change the time for payment of interest, including default interest, on any note; (D) make any Dollar Note payable in money other than that stated in the Dollar Notes; (E) make any change in the provisions of the Indenture relating to waivers of past Defaults which require the consent of Holders of at least 90% of the then outstanding principal amount of Dollar Notes outstanding; (F) impair the right of any Holder of Dollar Notes to receive payments of principal of, or interest or premium on, the Dollar Notes on or after the due date therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Dollar Notes; (G) change the ranking of the Notes), the Guarantees or the Security granted under the Security Documents; (H) release any Lien on the Collateral except as permitted by the Indenture and the Security Documents; (I) modify or release any of the Guarantees in any manner materially adverse to the Holders of the Dollar Notes other than in accordance with the terms of the Indenture; or (J) make any change in the preceding amendment and waiver provisions. Without the consent of any HolderHolder of Dollar Notes, the CompanyIssuer, the Subsidiary Guarantors and Guarantors, the Trustee and/or the Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, mistake, omission, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption by a successor Person of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to Holders of Notes and Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Indenture, the Notes, the Guarantees or the Security Documents of any such HolderHolder in any respect, to conform the text of the Indenture, the Guarantees, the Security Documents, the Intercompany Loans or the Notes to any provision of the “Description of the Notes” in the Offering Memorandum dated November 24, 2009 relating to the offering of the Notes, to the extent that such provision in such “Description of the Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Guarantees, the Security Documents or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture and to make such changes as may be required to the Security Documents (and any intercreditor agreement) to accommodate and implement such issuance of Additional Notes, to allow any Subsidiary to execute a supplemental indenture and/or a Guarantee with respect to the Notes or to further secure the Notes, to enter into, amend or supplement any intercreditor agreement with the holder, and/or any agent in respect thereof, of any other Indebtedness permitted to be incurred under the Indenture; provided that no such intercreditor agreement shall provide that the Notes or any Guarantee are subordinated to any such Indebtedness or subject to any payment blockage or enforcement standstill or that any Lien securing the Notes or the Guarantees ranks behind any Lien securing such Indebtedness, to evidence and provide for the acceptance and appointment under the Indenture or Security Documents of a successor Trustee or Security Agent pursuant to the requirement thereof, or to comply with the requirements extent necessary to provide for the granting of a security interest for the SEC in order to effect or maintain the qualification benefit of any Person (including any release and re-grant of a Lien) and as otherwise contemplated by the Indenture under the TIAprovided that, in each case, such amendment, supplement, modification, extension, renewal, restatement or replacement does not violate such covenant.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Indenture Documents and the Trustee Intercreditor Agreement may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, any or all of the Notes) along with the consent of the Issuer, and any existing Default or Event of Default or compliance with any provision of the Indenture Documents and the Intercreditor Agreement may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, any or all of the Notes), in each case without notice to any other Holder, but subject to Section 5.19 of the Indenture. Without the consent of each Holder affected, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of, premium, if any, or extend the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.08, 3.09, 5.10 and 5.14 of the Indenture prior to the time that any obligation to make an offer to purchase Notes thereunder has arisen); (3) reduce the rate of or extend the time for payment of interest, including default interest, if any, on any Note; (4) waive a Default or Event of Default in the payment of principal of, premium, if any, or interest, if any, on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, or interest, if any, on any of the Notes; (7) change the ranking of the Notes or the Note Guarantees in a manner that adversely affects the rights of the holders of any of the Notes; (8) release any Guarantor from any of its obligations under its Note Guarantee or the Indenture, except in accordance with the terms of the Indenture; or (9) make any change in the foregoing or succeeding amendment, supplement and waiver provisions or Sections 10.01 or 10.02 of the Indenture. In addition, any amendment to, supplement or waiver of, the provisions of the Indenture Documents or the Intercreditor Agreement that has the effect of (x) releasing all or substantially all of the Collateral from the Liens securing the Notes or (y) subordinating the Liens securing the Notes other than as permitted by the Indenture shall require the consent of the Holders of not less than 661⁄3% in aggregate principal amount of the Notes then outstanding. Notwithstanding the foregoing, without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors and Guarantors, the Trustee and/or the Collateral Agent, as applicable, may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture Documents or the Notes to Intercreditor Agreement to: (1) cure any ambiguity, defect or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, (2) provide for uncertificated Notes in addition to or in place of certificated Notes, (3) comply with the covenant relating to mergers, consolidations and sales of assets; (4) provide for the assumption of the Company'sIssuer’s or any Guarantor’s obligations to Holders in the case of a merger or consolidation or sale of all or substantially all of the Issuer’s or such Guarantor’s assets, a Mirror Note Issuer's or a Guarantor's obligations pursuant (5) add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor (6) add to the Company, such Mirror Note covenants of the Issuer or such any Guarantor pursuant to Article V for the benefit of the Indenture Holders or to comply with Section 4.20 of surrender any right or power conferred upon the IndentureIssuer or any Guarantor, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to 7) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, (8) in accordance with the terms of the Indenture and the Collateral Documents, (i) enter into additional or supplemental Collateral Documents (including to provide for and secure Other Second Priority Obligations on a pari passu basis with the Indenture Obligations) or (ii) release Collateral, (9) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, (10) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the requirements rules of any applicable securities depository; provided, however, that compliance with the Indenture as so amended would not result in Notes being transferred in violation of the SEC Securities Act or any applicable securities law or (11) provide for or confirm the issuance of Additional Notes in order to effect accordance with the terms of the Indenture, or maintain (12) conform the qualification text of the Indenture or any other Indenture Document to any provision of the “Description of the Notes” section of the Offering Memorandum to the extent that such provision was intended to be a verbatim recitation of a provision of the Indenture or any other Indenture Document, as evidenced by an Officers’ Certificate of the Company. The consent of Holders is not necessary under the TIAIndenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Issuer is required to mail to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement exceptions set forth in the Indenture, the Subsidiary GuaranteesIndenture, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Guarantees or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding outstanding, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated NotesNotes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code), to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor corporation of the Issuers’ or Guarantor’s obligations to Holders of the Notes in the case of a merger or consolidation, to add Guarantees with respect to the CompanyNotes, such Mirror Note Issuer or such Guarantor pursuant to Article V secure the Notes, to add to the covenants of the Indenture Issuers or any Guarantor for the benefit of the Holders of the Notes or to comply with Section 4.20 of surrender any right or power conferred upon the Indenture, to release Issuers or any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)Guarantor, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder of the Notes, or to comply with the requirements any requirement of the SEC in order to effect or maintain connection with the qualification of the this Indenture under the TIATIA or to make any amendment to the provisions of this Indenture relating to the transfer and legending of Notes; provided, however, that (a) compliance with the Indenture as so amended would not result in notes being transferred in violation of the Securities Act or any other applicable securities law and (b) such amendment does not materially and adversely affect the rights of Holders to transfer Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, any of the Mirror Note Guarantees, Security Documents or the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 of the Indentureexceptions, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, any of the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), provided, however, that if any amendment, waiver or other modification will only affect the Notes, only the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (and not the consent of at least a majority in aggregate principal amount of all Notes), shall be required. Without the consent of each Holder of the then outstanding principal amount of Notes, an amendment, supplement or waiver may not: (A) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (B) reduce the principal of or change the Stated Maturity of any Dollar Note or reduce the premium payable upon the redemption or repurchase of any Dollar Note or change the time at which any Note may be redeemed or repurchased; (C) reduce the rate of or change the time for payment of interest, including default interest, on any note; (D) make any Dollar Note payable in money other than that stated in the Notes; (E) make any change in the provisions of the Indenture relating to waivers of past Defaults which require the consent of each Holder of the then outstanding principal amount of Dollar Notes outstanding; (F) impair the right of any Holder of Notes to receive payments of principal of, or interest or premium on, the Notes on or after the due date therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (G) change the ranking of the Notes, the Guarantees or the Security granted under the Security Documents; (H) release any Lien on the Collateral except as permitted by the Indenture and the Security Documents; (I) modify or release any of the Guarantees in any manner materially adverse to the Holders of the Notes other than in accordance with the terms of the Indenture; or (J) make any change in the preceding amendment and waiver provisions. Without the consent of any HolderHolder of Notes, the CompanyIssuer, the Subsidiary Guarantors and Guarantors, the Trustee and/or the Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, mistake, omission, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption by a successor Person of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to Holders of Notes and Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Indenture, the Notes, the Guarantees or the Security Documents of any such HolderHolder in any respect, to conform the text of the Indenture, the Guarantees, the Security Documents, the Intercompany Loans or the Notes to any provision of the “Description of New Secured Notes” in the Offering Memorandum, Consent Solicitation Statement and Disclosure Statement Soliciting Acceptances of a Prepackaged Plan of Reorganization dated February 22, 2013 relating to the offering of the Notes, to the extent that such provision in such “Description of New Secured Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Guarantees, the Security Documents or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture and to make such changes as may be required to the Security Documents (and any intercreditor agreement) to accommodate and implement such issuance of Additional Notes, to allow any Subsidiary to execute a supplemental indenture and/or a Guarantee with respect to the Notes or to further secure the Notes, to enter into, amend or supplement any intercreditor agreement with the holder, and/or any agent in respect thereof, of any other Indebtedness permitted to be incurred under the Indenture; provided that no such intercreditor agreement shall provide that the Notes or any Guarantee are subordinated to any such Indebtedness or subject to any payment blockage or enforcement standstill or that any Lien securing the Notes or the Guarantees ranks behind any Lien securing such Indebtedness, to evidence and provide for the acceptance and appointment under the Indenture or Security Documents of a successor Trustee or Security Agent pursuant to the requirement thereof, or to comply with the requirements extent necessary to provide for the granting of a security interest for the SEC in order to effect or maintain the qualification benefit of any Person (including any release and re-grant of a Lien) and as otherwise contemplated by the Indenture under the TIAprovided that, in each case, such amendment, supplement, modification, extension, renewal, restatement or replacement does not violate such covenant.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, Guarantees or the Mirror Note Pledge Agreements and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes) and and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees Notes (other than any provision relating to the Mirror right of any Holder to bring suit for the enforcement of any payment of principal, premium, if any, and interest on such Note, on or after the scheduled due dates expressed in the Notes), the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuers and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for or confirm the issuance of Additional Notes; to provide for the assumption of the Company's, a Mirror Note either Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, assets of such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; to, or to if applicable, comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATIA or otherwise as necessary to comply with applicable law; to release Collateral or a Guarantor, as permitted under the terms of the Indenture or the Security Documents; to add any additional assets as Collateral; or to add a Guarantor.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 Article X of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; to conform the text of the Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Company’s Offering Memorandum dated July 11, 2019, relating to the initial offering of the Notes, to the extent that such provision of the Indenture, the Note Guarantees or the Notes was intended to conform to the text of the “Description of Notes” as evidenced by an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture; to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes, provided any such supplemental indenture may be signed by the Company, the Guarantor providing the Note Guarantee and the Trustee; or to comply with evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIAIndenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any ). Any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (other than any provision relating to the right of any Holder to bring suit for the enforcement of any payment of principal, premium, if any, any interest on the Note, on or after the scheduled due dates expressed herein) may be waived waived, including by way of amendment, with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors Issuers and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for or confirm the issuance of Additional Notes or the Exchange Notes pursuant to the Registration Rights Agreement, (iv) to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's Issuers’ obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the IndentureIssuers’ assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), v) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or (vi) to comply with the requirements of the SEC as necessary to comply with applicable law, (vii) to make any change in order to effect or maintain the qualification provisions of the Indenture under relating to waivers of past Defaults or the TIArights of holders of Notes to receive payments of principal of, or premium, if any, or interest or Special Interest, if any, on the Notes or (viii) to conform the Supplemental Indenture or the Notes to the “Description of Notes” section of the Offering Memorandum.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Senior Notes Indenture, the Subsidiary Guarantees, the Mirror Senior Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees and the Notes Subordination Deed (including any Additional Subordination Deed) may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Senior Notes then outstanding (including, without limitation, Additional Senior Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Senior Notes); provided that, if any amendment, supplement, waiver or other modification will only affect one series of the Senior Notes) and , only the consent of a majority in principal amount of the then outstanding Senior Notes of such series shall be required, and, subject to certain provisions of Article 6 Section 6.04 and Section 6.07 of the Senior Notes Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and interest on or Additional Amounts, if any, on, the Senior Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Senior Notes Indenture, the Subsidiary Guarantees the Mirror Senior Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Subordination Deed or the Notes any Additional Subordination Deed may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Senior Notes (including, without limitation, Additional Senior Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Senior Notes); provided that, if any amendment, supplement, waiver or other modification will only affect one series of the Senior Notes, only the consent of a majority in principal amount of the then outstanding Senior Notes of such series shall be required. Without the consent of any HolderHolder of Senior Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Senior Notes Indenture, the Subsidiary Guarantees, the Mirror Senior Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Subordination Deed or the Notes any Additional Subordination Deed may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Senior Notes in addition to or in place of certificated Senior Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Holders and Note or a Mirror Note Guarantee as Guarantees in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer Issuer's or such Guarantor pursuant to Article V Guarantor's assets, as applicable, or in the case of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)Substitution, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Senior Notes Indenture of any such HolderHolder in any material respect, to conform the text of the Senior Notes Indenture, the Note Guarantees or the Senior Notes to any provision of the "Description of the Notes" section of the Offering Memorandum to the extent that such provision in such "Description of the Notes" section of the Offering Memorandum was intended to be a verbatim recitation of a provision of the Senior Notes Indenture, the Note Guarantees and the Senior Notes, to release any Note Guarantee in accordance with the terms of the Senior Notes Indenture, to provide for the issuance of Additional Senior Notes in accordance with the limitations set forth in the Senior Notes Indenture as of the Issue Date, to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Senior Notes, to provide for uncertificated Senior Notes in addition to or in place of certificated Senior Notes (provided that the uncertificated Senior Notes are deemed issued in registered form for purposes of Section 163(f) of the Code), or to comply with evidence and provide the requirements acceptance of the SEC in order to effect or maintain the qualification appointment of the Indenture a successor Trustee under the TIASenior Notes Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, limitation consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and premium or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Supplemental Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements if any, or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes may be amended or supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's Issuers’ obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Notes in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V consolidation or sale of all or substantially all of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), Issuers’ assets; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or Holder of Notes; to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to conform the text of the Supplemental Indenture or the Notes to any provision of the “Description of the Notes” section of the Issuers’ prospectus supplement dated February 10, 2015 to the base prospectus included in the Issuers’ registration statement on Form S-3 (File Nos. 333-195864 and 333-195864-01) relating to the issuance and sale of the Initial Notes, to the extent that such provision in that “Description of the Notes” was intended to be a verbatim recitation of a provision of the Supplemental Indenture or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Supplemental Indenture; or to add collateral to secure the Notes or to add guarantees of the Issuers’ obligations under the Notes. For the avoidance of doubt, the determination of whether any amendment, supplement or waiver has been consented to shall, where applicable, include any additional consenting Notes that have been issued under and in compliance with the Supplemental Indenture at any time prior to (including immediately prior to) the time that such amendment, supplement or waiver becomes operative.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, Indenture (including the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees set forth therein) and the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes, including Additional Notes, if any, of each Series then outstanding affected by the amendment or supplement voting as a single separate class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default in (i) the payment of the principal ofprincipal, premium, if any, and or interest on the Notes, except Notes and (ii) in respect of a payment default resulting from an acceleration that has been rescindedcovenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision 4 Insert into Regulation S Temporary Global Note. of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the Notes, including Additional Notes, if any, of each Series then outstanding Notes voting as a single separate class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, Indenture (including the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees set forth therein) or the Notes to cure any ambiguity, defect or inconsistency, provided that the interests of the Holders of the Notes are not adversely affected in any material respect, to add Events of Default for the Notes of any Series, to provide for uncertificated the issuance of Notes in addition to of any Additional Series, or in place of certificated NotesAdditional Notes of any Series, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as in the case may be, by of a successor to merger or consolidation and the Company, discharge of the Company upon such Mirror Note Issuer or such Guarantor pursuant to Article V assumption provided that Section 5.01 of the Indenture or to comply with Section 4.20 of the Indentureis complied with, to release any Guarantor from its obligations under its Subsidiary Guarantee add covenants or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes of any Series, to add Subsidiary Guarantors or additional Subsidiary Guarantors or additional obligors with respect to the Notes of any Series, to release a Subsidiary Guarantor upon the satisfaction of all conditions for release of such Subsidiary Guarantor as provided under the Indenture, to secure the Notes of any Series, to add or appoint a successor or separate Trustee, to make any change that does not adversely affect the legal rights under the Indenture interests of any such HolderHolder of Notes, or to comply with the requirements of the SEC in order to effect obtain or maintain the qualification of the Indenture under the TIATrust Indenture Act.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture (including, without limitation, Section 4.10 and 4.15 of the Supplemental Indenture), the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees and the Notes with the consent of the Holders of at least a majority in aggregate principal amount of the Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Supplemental Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, Indenture or the Subsidiary Note Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Section 2.03 of the Supplemental Indenture shall determine which Notes are considered to be “outstanding”. Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes : to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to conform the text of the Indenture to any provisions of the “Description of Notes” section of the offering memorandum to the extent that a portion of that “Description of Notes” section of the offering memorandum was intended to be a verbatim recitation of the Indenture or the Notes; to provide for the assumption issuance of additional Notes under the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant Indenture to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as extent otherwise so permitted under the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 terms of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or ; to comply with the provisions described under Section 4.18 or Section 5.01 of the Supplemental Indenture; to comply with any requirements of the SEC in order to effect or maintain connection with the qualification of the Indenture under the TIATrust Indenture Act; to evidence and provide for the acceptance of appointment by a successor Trustee; to add a Subsidiary Guarantor; or to make any change that, in the good faith opinion of the Board of Directors, does not materially and adversely affect the rights of any Holder.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary GuaranteesNotes, any Note Guarantee, the Mirror NotesPriority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Indenture) or any Security Document may be 4 Include in any Global Note 5 Include in any Fixed Rate Dollar Global Note 6 Include in any Fixed Rate Euro Global Note 7 Include in any Floating Rate Global Note 8 Include in any Fixed Rate Dollar Definitive Registered Note 9 Include in any Fixed Rate Euro Definitive Registered Note 10 Include in any Floating Rate Definitive Registered Note 11 Include in any Definitive Registered Note amended or supplemented by the Issuer, the Mirror Note GuaranteesGuarantors and/or the Trustee, the Mirror Note Pledge Agreements and the Notes as applicable, with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class Notes and issued under the Indenture (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class and, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror any Note GuaranteesGuarantee, the Mirror Note Pledge Agreements Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Notes Indenture) or any Security Document may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary GuaranteesNotes, any Note Guarantee, the Mirror Notes, Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the Mirror Note Guarantees, terms of the Mirror Note Pledge Agreements Priority Agreement or the Notes Indenture) or any Security Document to cure any ambiguity, omission, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption by a Successor Company or any other Person formed by or surviving any consolidation, merger, amalgamation or combination that would not violate the provisions of Article 5 of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Holders of the Notes under the Indenture, a Subsidiary the Notes, any Note Guarantee, a Mirror Note the Priority Agreement (or a Mirror Note Guarantee as any additional intercreditor agreement or priority agreement entered into in accordance with the case may be, terms of the Priority Agreement or the Indenture) or any Security Document by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Trustee or the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder under the Indenture, or to comply with the requirements of extent such change would not violate the SEC in order to effect or maintain the qualification provisions of the Indenture (including without limitation Section 4.22 of the Indenture) or any secured party under the TIASecurity Documents; to conform the text of the Indenture, the Notes, a Note Guarantee, the Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Indenture) or any Security Document to any provision of the “Description of Notes” section of the Offering Memorandum, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, a Note Guarantee, the Priority Agreement or any Security Document; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date hereof; to allow any Guarantor to execute a Supplemental Indenture, Security Document and/or a Note Guarantee with respect to the Notes; to the extent necessary to provide for the granting of a security interest for the benefit of any Person, provided that the granting of such security interest is not prohibited under the Indenture; or to evidence and provide for a successor Trustee as provided for in the Indenture. For the avoidance of doubt, the provisions of articles 86 to 94-8 of the Luxembourg act dated 10 April 1915 on commercial companies, as amended, shall not apply to this Note.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Collateral Documents may be amended or supplemented by the Issuer, the Guarantors, the Trustee and the Notes Security Agent with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class and, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Section 6.04 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Notes Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors Guarantors, the Trustee and the Trustee Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or Intercreditor Agreement and the Notes Collateral Documents to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to the Holders of the Notes and Note Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, transaction governed by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5.01 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights of any such Holder under the Indenture in any material respect; to conform the text of the Indenture, the Notes, the Note Guarantees, the Intercreditor Agreement or the Collateral Documents to any provision of the “Description of Notes” section of the Offering Memorandum, to the extent that such Holderprovision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees, the Intercreditor Agreement or the Collateral Documents; to comply enter into additional or supplemental Collateral Documents; to release Collateral in accordance with the requirements of the SEC in order to effect or maintain the qualification terms of the Indenture and the Collateral Documents or to release any Note Guarantee in accordance with the terms of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date hereof; to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes; to provide for uncertified Notes in addition to or in place of certified Notes (provided that the uncertified Notes are issued in registered form for purposes of Section 163(f) of Title 26 of the U.S. Code (the “Code”), in a manner such that the uncertified Notes are described in Section 163(f)(2)(B) of the Code); to evidence and provide the acceptance of the appointment of a successor Trustee under the TIA.Indenture; or to add

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes and the Notes Subsidiary Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes, including Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default default or Event of or Default (other than a Default default or Event of Default in the payment of the principal of, premiumpremium or Special Interest, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Notes or the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Subsidiary Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to comply with Article 5 of the Indenture; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Holders of the Notes and Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article 10 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes (including to provide for additional guarantees or collateral) or that does not adversely affect the legal rights under the Indenture of any such Holder, or ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to conform the text of the Indenture or the Notes to any provision of the "Description of Notes" section of the Company's Offering Circular dated February 3, 2005, relating to the initial offering of the Notes, to the extent that such provision in that "Description of Notes" was intended to be a verbatim recitation of a provision of the Indenture, the Subsidiary Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture; or to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Subsidiary Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the CompanyIndenture , the Subsidiary Guarantors and the Trustee may amend Note Guarantees or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes and Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the IndentureIndenture , the Subsidiary Note Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes and Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the CompanyIndenture , the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, to provide for uncertificated Notes in addition to or in place of certificated Notes, to comply with the covenant relating to mergers, consolidations and sales of assets, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to Holders of the Notes in case of a merger or consolidation or sale of all or substantially all of the Company's assets, to add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to add to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Company or to comply with Section 4.20 any Guarantor for the benefit of the Indenture, to release Holders of the Notes or surrender any Guarantor from its obligations under its Subsidiary Guarantee right or Mirror Note Guarantee (to power conferred upon the extent permitted by the Indenture)Company or any Guarantor, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, or to provide for the issuance of exchange or private exchange notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Additional Interest, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes and Note Guarantees in case of a merger or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), consolidation; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not not, in the good faith judgment of the Company’s Board of Directors, materially adversely affect the legal rights under the Indenture of any such Holder, or ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to provide for the issuance of Additional Notes in accordance with the Indenture; to provide for additional Note Guarantees in accordance with the Indenture; to evidence and provide for the acceptance and appointment under this Indenture of a successor trustee thereunder pursuant to the requirements hereof; to provide for the issuance of Exchange Notes or private exchange notes, which are identical to Exchange Notes except that they are not freely transferable; to make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes; or to conform the text of the Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Offering Memorandum.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, any Note Guarantees or the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror any Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a the purchase of, or tender offer or exchange offer for, for the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror any Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be amended or supplemented any Note Guarantees to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes in case of a merger, transfer of assets or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)consolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATIA or to add any Guarantor to guarantee the Notes. Without the consent of the Holders of at least two-thirds in principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, tender offer or exchange offer for the Notes), no amendment or waiver to this Indenture may make any change in the provisions of the covenants described under Sections 3.09, 4.10 and 4.14 hereof that adversely affect the rights of any Holders of Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived amended or supplemented with the consent of the Holders of a majority in principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including consents obtained in connection with Additional Notes, if any, voting as a purchase of, or tender offer or exchange offer for, the Notes)single class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated certificated Notes in addition to or in place of certificated uncertificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 Article 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially and adversely affect the legal rights under the Indenture of any such Holder, to evidence and provide for the acceptance of an appointment by a successor trustee, to add Note Guarantees with respect to the Notes, to conform the text of the Indenture, the Notes and the Note Guarantees to any provision of the “Description of the Notes” section of the Company’s Offering Memorandum dated November 5, 2012, relating to the initial offering of the Notes, or to comply provide for the issuance of Additional Notes in accordance with the requirements limitations set forth in the Indenture as of the SEC date of the Indenture. Without the consent of each Holder affected thereby, no amendment or waiver may (with respect to any Notes held by a non-consenting Holder): reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; reduce the rate of or change or have the effect of changing the time for payment of interest, on any Notes; reduce the principal of or change or have the effect of changing the fixed maturity of any Notes, or change the date on which any Notes may be subject to redemption, or reduce the redemption price therefor; amend, change or modify in order any material respect the obligation of the Company to effect make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or maintain make and consummate an Asset Sale Offer with respect to any Asset Sale that has been consummated; waive an Event of Default in the qualification payment of principal of, premium, if any, or interest on the Notes (except a rescission of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the then outstanding Notes with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration); make any Notes payable in a currency or place of payment other than that stated in the Notes; make any change in provisions of the Indenture entitling each Holder to receive payment of principal of, premium, if any, and interest on such Note on or after the due date thereof or to bring suit to enforce such payment; make any change in the provisions of the Indenture described under “Additional Amounts” that adversely affects the TIArights of any Holder; make any change to the provisions of the Indenture or the Notes that adversely affect the ranking of the Notes; provided that a change to Section 4.12 of the Indenture shall not affect the ranking of the Notes; and release Constellation Overseas, Ltd. from any of its obligations under its Note Guarantee or the Indenture, except in accordance with the terms of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Notes or any Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantee (if any) may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and interest or interest, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or any Note Guarantee may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Notes or any Note Guarantees, the Mirror Note Pledge Agreements Guarantee may be amended or the Notes supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror ’s or any Guarantor’s obligations to Holders of the Notes and Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Guarantees in the case may beof a merger or consolidation or sale, by a successor to assignment, transfer, conveyance, lease or other disposition of all or substantially all of the Company, such Mirror Note Issuer ’s or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the IndentureGuarantor’s assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), as applicable; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder in any material respect; to conform the text of the Indenture, the Notes or the Note Guarantees to comply any provision of the “Description of the Notes” section of the Company’s Offering Memorandum dated March 16, 2018, relating to the initial offering of the Notes as evidenced in an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the requirements limitations set forth in the Indenture; to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes in accordance with the terms of the SEC in order Indenture; to effect evidence and provide for the acceptance and appointment of the Trustee or maintain a successor trustee under the qualification Indenture; to make any amendment to the provisions of the Indenture relating to the transfer and/or legending of the Notes, including without limitation, to facilitate the issuance and administration of the Notes, provided, however, that (a) compliance with the Indenture as so amended would not result in the Notes being transferred in violation applicable securities laws and (b) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; or to mortgage, pledge, hypothecate or grant a security interest in favor of the trustee for the benefit of the Holders of the Notes as additional security for the payment and performance of the Company’s obligations under the TIAIndenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the trustee pursuant to the Indenture or otherwise.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee Indenture Documents may amend be amended or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Notes), in each case without notice to any other Holder, but subject to Section 5.20 of the Indenture. Without the consent of each Holder affected, an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder): (1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of, premium, if any, or extend the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes (other than the provisions of Sections 3.09, 3.10, 5.10, 5.14 and 5.16 of the Indenture prior to the time at which an obligation to make such an offer has arisen); (3) reduce the rate of or extend the time for payment of interest, including default interest, on any Note; (4) waive a Default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the then outstanding Notes and a waiver of the payment default that resulted from such acceleration); (5) make any Note payable in money other than that stated in the Notes; (6) make any change in the provisions of the Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premium, if any, or interest on the Notes; (7) release any Guarantor from any of its obligations under its Notes Guarantee or the Indenture, except in accordance with the terms of the Indenture; or (8) make any change to Sections 10.01 or 10.02 of the Indenture. No amendment, supplement or waiver shall, without the consent of Holders of not less than 66 2/3% in aggregate principal amount of the then outstanding Notes issued under the Indenture, release (or have the effect of releasing) all or substantially all of the Collateral from the Liens securing the Indenture Obligations. Notwithstanding the foregoing, without the consent of any Holder, the Company, the Subsidiary Guarantors Trustee and the Trustee Collateral Agent may amend amend, supplement or supplement waive any provision of the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes to Indenture Documents to: (1) cure any ambiguity, defect defect, mistake or inconsistencyinconsistency or to make a modification of a formal, minor or technical nature or to correct a manifest error, (2) provide for uncertificated Notes in addition to or in place of certificated Notes, (3) comply with the covenant relating to mergers, consolidations and sales of assets; (4) provide for the assumption of the Company's’s or any Guarantor’s obligations to Holders in the case of a merger or consolidation or sale of all or substantially all of the Company’s or such Guarantor’s assets, a Mirror Note Issuer's or a Guarantor's obligations pursuant (5) add Guarantees with respect to the IndentureNotes or to secure the Notes, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor (6) add to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V covenants of the Indenture Company or to comply with Section 4.20 any Guarantor for the benefit of the IndentureHolders or surrender any right or power conferred upon the Company or any Guarantor, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to 7) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture Documents of any such Holder, or (8) if it becomes necessary to qualify the Indenture under the TIA, comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (9) (i) enter into additional or supplemental Collateral Documents, (ii) release Collateral or Guarantors in accordance with the terms of the Indenture and the Collateral Documents or (iii) enter into any replacement intercreditor agreement substantially in the form of the Intercreditor Agreement entered into on the date of the Indenture, (10) evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements thereof, (11) make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including to facilitate the issuance and administration of the Notes or to comply with the rules of any applicable securities depository; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes, (12) conform the text of the Indenture Documents to any provision of the “Description of Notes” section of the Offering Memorandum to the extent that such provision of the “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture Documents, which intent shall be evidenced by an Officers’ Certificate of the Company to that effect, (13) provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture or (14) subject the security interests in the Collateral in respect of Pari Passu Payment Lien Obligations to the terms of the Collateral Documents and Intercreditor Agreement, to the extent the incurrence of such Pari Passu Indebtedness and the grant of all Liens on Collateral held for the benefit of such Pari Passu Indebtedness was permitted under the Indenture. The consent of Holders is not necessary under the Indenture to approve the particular form of any proposed amendment, supplement or waiver. It is sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under the Indenture becomes effective, the Company is required to mail to Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of the amendment, supplement or waiver.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, Guarantees or the Mirror Note Pledge Agreements and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or interest, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, Indenture or the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be amended or supplemented to cure any ambiguity, omission, mistake, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes; provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Notes in the case of a merger or consolidation or sale of all or substantially all of the Issuer’s or Guarantor’s properties or assets in accordance with the limitations set forth in the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder taken as a whole in any material respect, to secure the Notes or the Note Guarantees pursuant to the requirements of Section 4.12 of the Indenture, to provide for the issuance of Additional Notes and related guarantees (and the grant of security for the benefit of the Additional Notes and related guarantees) in accordance with the limitations set forth in the Indenture, to add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to evidence or provide for the acceptance of appointment under the Indenture of a successor trustee or evidence and provide for a successor or replacement collateral agent under the Indenture or the Security Documents, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or in any of the Security Documents, to conform the text of the Indenture, the Note Guarantees, the Notes or any Security Document related to the Notes to any provision of the “Description of the Notes” section of the Issuer’s Final Offering Memorandum dated September 29, 2021, relating to the initial offering of the Notes, as provided to the Trustee and the Notes Collateral Agent in an Officer’s Certificate, to add additional secured parties to the extent Liens securing obligations held by such parties are permitted under the Indenture, to mortgage, pledge, hypothecate or grant a security interest for the benefit of the Trustee and the Holders of the Notes as additional security for the payment and performance of the Issuer’s and any Guarantor’s obligations under the Indenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Trustee or the Notes Collateral Agent in accordance with the terms of the Indenture or otherwise, to provide for the succession of any parties to the Security Documents (and other amendments that are administrative or ministerial in nature) in connection with an amendment, renewal, extension, substitution, refinancing, restructuring, replacement, supplementing or other modification from time to time of any agreement in accordance with the terms of the Indenture and the relevant Security Document, to add covenants for the benefit of the Holders or surrender any right or power conferred upon the Issuer or any Guarantor, and to provide for the assumption by one or more successors of the obligations of any of the Guarantors under the Indenture and the Note Guarantees.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsexceptions described in Section 9.02 of the Indenture, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer forfor the Notes), and, subject to Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, interest or Special Interest, if any, on the Notes) or compliance with any provision of the Indenture or the Notes (except for certain covenants and provisions of the Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes then outstanding voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to cure any ambiguity, omission, defect or inconsistency, to provide for the assumption by a successor corporation, partnership or limited liability company of the obligations of the Issuer under the Indenture, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide add additional Guarantees or additional obligors with respect to the Notes, to secure the Notes, to add to the covenants of the Issuer for the assumption benefit of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes or to comply with Section 4.20 of surrender any right or power conferred upon the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)Issuer, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, Holder or to make any change to comply with the requirements any requirement of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Security Documents or the Notes Intercreditor Agreement may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Security Documents or the Notes Intercreditor Agreement may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees or Security Documents or Intercreditor Agreement may be amended or supplemented to (i) cure any ambiguity, defect omission, mistake, defect, error or inconsistency, conform any provision to the section of the Offering Circular titled “Description of the Notes,” or reduce the minimum denomination of the Notes; (ii) provide for the assumption by a successor Person of the obligations of the Company under any Note Document; (iii) provide for uncertificated Notes in addition to or in place of certificated Notes, ; (iv) add to the covenants or provide for a Note Guarantee for the assumption benefit of the Company's, a Mirror Note Issuer's Holders or a Guarantor's obligations pursuant to surrender any right or power conferred upon the Indenture, a Subsidiary Guarantee, a Mirror Note Company or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee Restricted Subsidiary; (to the extent permitted by the Indenture), to v) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights of any Holder in any material respect; (vi) make such provisions as necessary (as determined in good faith by the Company) for the issuance of Additional Notes in accordance with the terms of the Indenture; (vii) provide for any Restricted Subsidiary to provide a Note Guarantee in accordance with Section 4.09 of the Indenture, to add Note Guarantees with respect to the Notes, to add security to or for the benefit of the Notes, or to confirm and evidence the release, termination, discharge or retaking of any Note Guarantee or Lien with respect to or securing the Notes when such release, termination, discharge or retaking is provided for under the Indenture; (viii) to evidence and provide for the acceptance and appointment under the Indenture of any such Holder, a successor Trustee pursuant to the requirements thereof or to comply with provide for the requirements of accession by the SEC in order Trustee to effect or maintain any Note Document; (ix) to make any amendment to the qualification provisions of the Indenture under relating to the TIAtransfer and legending of Notes as permitted by the Indenture, including, without limitation, to facilitate the issuance and administration of Notes; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer Notes; (x) mortgage, pledge, hypothecate or grant any other Lien in favor of the Collateral Agent for the benefit of the Trustee on behalf of the Holders of the Notes, as additional security for the payment and performance of all or any portion of the Payment Priority Obligations, in any property or assets, including any which are required to be mortgaged, pledged or hypothecated, or in which a Lien is required to be granted to or for the benefit of the Trustee or the Collateral Agent pursuant to the Indenture, any of the Security Documents or otherwise; or (xi) provide for the release of Collateral from the Lien pursuant to the Indenture, the Security Documents, the Intercreditor Agreement and any Future Intercreditor Agreement when permitted or required by the Security Documents, the Indenture, the Intercreditor Agreement or any Future Intercreditor Agreement.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guaranteesnotes, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least not less than a majority in aggregate principal amount of the Notes notes then outstanding (including additional notes, if any) voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any other provision of the Indenture, the Subsidiary Guarantees notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or with the Notes Security Documents, may be waived with the consent of the Holders of not less than a majority in aggregate principal amount of the notes then outstanding (including additional notes, if any) voting as a single class; provided that (x) if any such amendment or waiver will only affect one series of notes (or less than all series of notes) then outstanding under this Indenture, then only the consent of the Holders of a majority in principal amount of the notes of such series then outstanding Notes voting as a single class (including including, in each case, consents obtained in connection with a purchase of, or tender offer or exchange offer forfor notes) shall be required and (y) if any such amendment or waiver by its terms will affect a series of notes in a manner different and materially adverse relative to the manner such amendment or waiver affects other series of notes, then the Notes)consent of the Holders of a majority in principal amount of the notes of such series then outstanding (including, in each case, consents obtained in connection with a tender offer or exchange offer for notes) shall be required. Without Notwithstanding anything to the contrary, without the consent of any HolderHolder of notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guaranteesnotes, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be amended or supplemented to cure any ambiguity, omission, mistake, defect or inconsistencyinconsistency in the Indenture; to comply with the provisions of the Indenture concerning consolidation, merger and sale of assets; to evidence and provide for the acceptance of appointment under the Indenture by a successor trustee or Collateral Agent; to provide for uncertificated Notes notes in addition to or in place of certificated NotesCertificated Notes (provided, that the uncertificated notes are issued in registered form for purposes of Section 163(f) of the Code); to add one or more additional Guarantees on the terms required by the Indenture, or provide for the assumption of the Company'sParent’s, a Mirror Note either Issuer's ’s or a Guarantor's any of the Subsidiary Guarantors’ obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders; provided that the case may be, by a successor addition of any such additional obligor that is not an obligor with respect to all notes issued under this Indenture shall require the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V consent of the Indenture or to comply with Section 4.20 Holders of not less than a majority in principal amount of the Indenturenotes then outstanding (including, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenturewithout limitation, additional notes, if any), ; to make any change that would provide any additional rights or benefits to that, in the Holders good faith opinion of the Notes or that Board of Directors of the Parent as evidenced by a board resolution, does not adversely affect the legal rights of any Holder in any material respect; to conform the text of the Indenture (including any supplemental indenture or other instrument pursuant to which additional notes are issued), the notes (including any additional notes), any Subsidiary Guarantee, the Parent Guarantee, the Collateral Agency Agreement, the Crossing Lien Intercreditor Agreement or any Collateral Agreement to any provision of the “Description of Senior Secured Notes” or “Intercreditor Arrangements” sections of the Offering Memorandum, to the extent that such provision in that “Description of Senior Secured Notes” or “Intercreditor Arrangements” section was intended to be a verbatim recitation of a provision of the Indenture, the notes, the Parent Guarantee, any Subsidiary Guarantee, the Collateral Agency Agreement, the Crossing Lien Intercreditor Agreement or any Collateral Agreement; to amend the Collateral Agency Agreement to add additional holders of Additional Secured Obligations permitted under the Indenture Indenture, the Collateral Agency Agreement and any Secured Debt Documents then in effect; to add covenants for the benefit of any such Holderthe Holders, or to comply surrender any right or power conferred upon the Parent, the Issuers or any Guarantor; to release, terminate or discharge the Guarantee of any Guarantor or any Lien, in each case when such release, termination or discharge is permitted in accordance with the requirements terms of this Indenture; to provide for the issuance of additional notes in accordance with the limitations set forth in the Indenture as of the SEC date of the Indenture; to make any changes with respect to the rights or obligations of the Trustee or other provisions relating to the Trustee that do not adversely affect the rights of any Holder in order any material respect; to effect or maintain make any amendments to the qualification provisions of the Indenture relating to the transfer and legending of notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the notes; provided, however, that (i) compliance with the Indenture as so amended would not result in notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer notes; to amend the Notes Security Documents to add any holders of Priority Lien Obligations to the extent permitted under the TIAIndenture, the Collateral Agency Agreement and any Priority Lien Document then in effect; and to add to the Collateral securing the notes.

AMENDMENT, SUPPLEMENT AND WAIVER. The Holders holding no less than 75% of the aggregate principal amount of the Notes then outstanding by written notice to the Trustee may on behalf of the Holders of all of the Notes, waive any existing Default or Event of Default, and its consequences, except (x) in the event of a continuing Default or event of Default specified in Section 6.01(d) of the Indenture, the Holders holding no less than 66.7% of the aggregate principal amount of the Notes then outstanding may waive such Default or Event of default, and (y) a continuing Default or Event of Default (i) in the payment of the principal of, premium, if any, or interest, on the Notes and (ii) in respect of a covenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority 66.7% in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) and ), and, subject to certain provisions of Article 6 of the IndentureSections 6.04 and 6.07, any existing Default or Event of Default (other than except a continuing Default or Event of Default in (i) the payment of the principal ofprincipal, premium, if any, and or interest on the Notes, except Notes and (ii) in respect of a payment default resulting from an acceleration that has been rescindedcovenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to cure any ambiguity, omission, defect or inconsistency, to provide for the assumption by a successor corporation, partnership or limited liability company of the obligations of the Company under the Indenture, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide add additional Guarantees or additional obligors with respect to the Notes, to secure the Notes, to add to the covenants of the Company for the assumption benefit of the Company's, a Mirror Note Issuer's Holders of the Notes or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note surrender any right or a Mirror Note Guarantee as the case may be, by a successor to power conferred upon the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium on, if any, and or interest or Additional Interest, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror ’s or any Guarantor’s obligations to Holders of the Notes and Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the A1-6 Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or Holder in any material respects; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Offering Memorandum; to provide for the issuance of the Exchange Notes pursuant to the Registration Rights Agreement and the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date; to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes, to add security to or for the benefit of the Notes, or to confirm and evidence the release, termination or discharge of any Note Guarantee or Lien with respect to or securing the Notes when such release, termination or discharge is provided for under the Indenture; or to evidence and provide for the acceptance and appointment under the Indenture of a successor trustee pursuant to the requirements therefor.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Notes or the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Notes or the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Subsidiary Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor Notes pursuant to Article V 5 of the Indenture or to comply with Section 4.20 of the First Supplemental Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, including any increase in the Conversion Rate or other consideration due upon conversion of the Notes (whether or not subject to time limitations or other conditions), as determined in accordance with Section 901 of the Original Indenture (as amended by Section 9.01 of the First Supplemental Indenture), to secure the Notes or the Subsidiary Guarantees pursuant to Section 4.12 of the First Supplemental Indenture or otherwise, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to add any additional Guarantor with respect to the Notes or to evidence the release of any Guarantor from its Subsidiary Guarantee, in each case as provided in the Indenture, to comply with the requirements of Section 11.11 of the SEC in order First Supplemental Indenture, to effect evidence or maintain provide for the qualification acceptance of appointment under the Indenture of a successor Trustee, to add to, change or eliminate any provisions of the Indenture under in respect of one or more other series of Securities, to establish the TIAforms or terms of Securities of any other series as permitted by the Indenture or to make provision with respect to adjustments to the Conversion Rate as required by the First Supplemental Indenture or to increase the Conversion Rate in accordance with the First Supplemental Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including, without limitation, Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Special Interest, if anyany or interest on, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any,) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). In addition, any amendment to, or waiver of, the provisions of the Indenture or any Security Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes will require the consent of the Holders of at least 66 2/3% in aggregate principal amount of the Notes then outstanding. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Holders of the Indenture Notes and Note Guarantees in case of a merger or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)consolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Offering Circular, relating to the initial offering of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to allow any Guarantor to execute a supplemental indenture and a Note Guarantee with respect to the Notes, to evidence and provide for the acceptance of appointment under the Indenture by a successor Trustee or to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes, including Additional Notes, if any, voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to Holders of the Indenture, Notes and Note Guarantees in case of a Subsidiary Guarantee, a Mirror Note merger or a Mirror Note Guarantee as the case may be, by a successor to consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer 's or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the IndentureGuarantor's assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes, to conform the text of the Indenture to any provisions of the "Description of Notes" section of the Offering Memorandum, to the extent that such provision in that "Description of Notes" was intended to be a verbatim recitation of a provision of the Indenture or the Notes, to provide for the issuance of additional Notes under the Indenture to the extent otherwise so permitted under the terms of the Indenture, or to evidence and provide for the acceptance of appointment by a successor trustee.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Collateral Documents may be amended or supplemented by the Issuer, the Guarantors, the Trustee and the Notes Security Agent with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class and, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Section 6.04 and Section 6.07 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Notes Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors Guarantors, the Trustee and the Trustee Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or Intercreditor Agreement and the Notes Collateral Documents to cure any ambiguity, defect defect, inconsistency or inconsistency, error; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to the Holders of the Notes and Note Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, transaction governed by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5.01 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder in any material respect; to conform the text of the Indenture, the Note Guarantees, the Collateral Documents or the Notes to comply any provision of the “Description of Notes” section of the Offering Memorandum, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes; to enter into additional or supplemental Collateral Documents; to release Collateral in accordance with the requirements of the SEC in order to effect or maintain the qualification terms of the Indenture and the Collateral Documents or to release any Note Guarantee in accordance with the terms of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date; to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes; to provide for uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of Title 26 of the U.S. Code, in a manner such that the uncertified Notes are described in Section 163(f)(2)(B) of the U.S. Code); to evidence and provide the acceptance of the appointment of a successor Trustee under the TIA.Indenture; or to add additional parties to the

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including Additional Notes, if any), voting as a single class (includingclass, without limitationand, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and on, or interest on of Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any), voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be amended or supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as Guarantees in the case may be, by of a successor to merger or consolidation or disposition of all or substantially all of the Company, such Mirror Note Issuer ’s or such Guarantor pursuant to Article V of the Indenture Guarantor’s properties or to comply with Section 4.20 of the Indentureassets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), as applicable; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, including to comply with the requirements of the SEC or DTC in order to maintain the transferability of the Notes pursuant to Rule 144A or Regulation S; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; to conform the text of the Indenture, the Notes, the Note Guarantees to any provision of the “Description of Notes” section of the Offering Memorandum; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture; to secure the Notes or the Note Guarantees pursuant to the requirement of Section 4.12 of the Indenture; to add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture; or to evidence or provide for the acceptance of appointment under the Indenture of a successor Trustee.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsthe following paragraphs, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Outstanding (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor Notes), the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor Notes). Without obtaining any necessary consents under the Credit Facility, the Company may not amend or supplement the subordination provisions with respect to the Notes. Without the consent of each Holder affected, however, an amendment or waiver may not (with respect to any Note held by a non-consenting Holder): (i) reduce the principal amount of Notes; (ii) reduce the principal of or change the fixed maturity of any Note or alter the provisions with respect to the redemption of the Notes or any Change of Control Offer; (iii) reduce the rate of or change the time for payment of interest or Liquidated Damages, if any, on any Notes; (iv) waive a Default or Event of Default in the payment of principal of or premium, if any, or interest or Liquidated Damages, if any, on the Notes (except a rescission of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes and a waiver of the payment default that resulted from such acceleration); (v) make any Note payable in money other than that stated in the Notes; (vi) waive a redemption or repurchase payment with respect to any Note; or (vii) make any change in the foregoing amendment and waiver provisions. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Notes in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture)consolidation, to make any change or provision (i) that would provide any additional rights or benefits to the Holders of the Notes Notes, (ii) that is required to make a Guarantee a binding obligation under state law or (iii) that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIATIA or to allow any Guarantor to guarantee the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Notes or the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Notes or the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Subsidiary Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor Notes pursuant to Article V 5 of the Indenture or to comply with Section 4.20 of the First Supplemental Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, including any increase in the Conversion Rate or other consideration due upon conversion of the Notes (whether or not subject to time limitations or other conditions), as determined in accordance with Section 901 of the Original Indenture (as amended by Section 9.01 of the First Supplemental Indenture), to secure the Notes or the Subsidiary Guarantees pursuant to Section 4.12 of the First Supplemental Indenture or otherwise, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to add any additional Guarantor with respect to the Notes or to evidence the release of any Guarantor from its Subsidiary Guarantee, in each case as provided in the Indenture, to comply with the requirements of Section 11.11 of the SEC in order First Supplemental Indenture, to effect evidence or maintain provide for the qualification acceptance of appointment under the Indenture of a successor Trustee, to add to, change or eliminate any provisions of the Indenture under in respect of one or more other series of Securities or to establish the TIAforms or terms of Securities of any other series as permitted by the Indenture or to make provision with respect to adjustments to the Conversion Rate as required by the First Supplemental Indenture or to increase the Conversion Rate in accordance with the First Supplemental Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, Notes or the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Guarantees may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes. Notwithstanding the foregoing, other than as provided in Section 9.1 of the Indenture, without the consent of the Holders of not less than two-thirds in aggregate principal amount of the Notes voting as a single class (including consents obtained in connection with a purchase ofat the time outstanding, the Company, the Guarantors and the Trustee may not amend or supplement the Collateral Agreements, or tender offer waive or exchange offer for, modify the Notes)rights of the Holders thereunder. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes Guarantees may be amended or supplemented and the Collateral Agreements may be amended, supplemented, terminated or replaced to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Notes or to alter the provisions of Article II of the Indenture in a manner that does not adversely affect any Holder; to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders of the Notes in the case may be, by of a successor to the Company, such Mirror Note Issuer merger or such Guarantor consolidation pursuant to Article V of the Indenture; to provide for additional Guarantors as set forth in Section 4.17 of the Indenture or to comply for the release or assumption of a Guarantee in compliance with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture or under the Collateral Agreements of any such Holder, or Holder of the Notes; to comply with the provisions of the Depositary, Euroclear or Clearstream or the Trustee with respect to the provisions of this Indenture or the Notes relating to transfers and exchanges of Notes or beneficial interests therein; to comply with requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA; to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Notes; to evidence and provide for a new or replacement lender under a Credit Agreement so long as such amended, supplemented or replacement Collateral Agreements do not, as a whole, adversely affect the second priority Lien in favor of the Trustee or the rights of the Holders under the Collateral Agreements or under the Indenture; to terminate and release control agreements in respect of deposit accounts and securities accounts in connection with the closing of any deposit accounts or securities accounts by the Company; or to add or release Collateral in compliance with the terms of the Indenture and the Collateral Agreements.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement exceptions set forth in the Indenture, (i) the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture and the Notes may be amended without prior notice to any Holder of Notes but with the written consent of the Holders of at least a majority in aggregate principal amount of the outstanding Notes then outstanding voting as a single class and (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notesii) and subject to certain provisions of Article 6 Section 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and Additional Interest, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be waived with the written consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including including, without limitation, consents obtained in connection with a purchase oftender offer, or tender offer or exchange offer for, or purchase of, the Notes). Without Subject to certain exceptions set forth in the Indenture, without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors Guarantors, and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees to (a) cure any ambiguity, defect defect, mistake, omission or inconsistencyinconsistency as evidenced in an Officers’ Certificate; (b) provide for the assumption of the Company’s or a Guarantor’s obligations to the Holders of the Notes or Note Guarantees, as applicable, by a Successor to the Company or a successor to such Guarantor pursuant to Article 5 of the Indenture; (c) provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror ; (d) add any Note Issuer's or a Guarantor's obligations pursuant Guarantees with respect to the Indenture, a Subsidiary Guarantee, a Mirror Notes and to release Note Guarantees when required or a Mirror Note Guarantee as permitted by the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 terms of the Indenture, ; (e) secure the Notes; (f) add to release the covenants of the Company or any Guarantor from its obligations under its Subsidiary Guarantee for the benefit of the Holders of all Notes or Mirror the Note Guarantee Guarantees or to surrender any right or power conferred upon the Company or any Guarantor; (to the extent permitted by the Indenture), to g) make any change that would provide any additional rights or benefits to the Holders of all of the Notes or the Note Guarantees or, in the good faith opinion of the Company, that does not adversely affect the legal rights under the Indenture hereunder of any such Holder, Holder of the Notes or to any Guarantor; (h) comply with the requirements of applicable Gaming Laws or to provide for requirements imposed by applicable Gaming Authorities; (i) comply with requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA; (j) conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” contained in any prospectus or supplemental prospectus relating to the initial offering of all of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture or such Notes (as evidenced by an Officers’ Certificate of the Company and Opinion of Counsel); (k) provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date hereof; (l) evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 7.08 of the Indenture; (m) change the Registrar or Paying Agent; and (n) remove redemption provisions included in any Notes that are no longer in effect.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary GuaranteesNotes, any Note Guarantee, the Mirror NotesPriority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Indenture) or any Security Document may be amended or supplemented by the Issuer, the Mirror Note GuaranteesGuarantors and/or the Trustee, the Mirror Note Pledge Agreements and the Notes as applicable, with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class Notes and issued under the Indenture (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class and, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror any Note GuaranteesGuarantee, the Mirror Note Pledge Agreements Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Notes Indenture) or any Security Document may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary GuaranteesNotes, any Note Guarantee, the Mirror Notes, Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the Mirror Note Guarantees, terms of the Mirror Note Pledge Agreements Priority Agreement or the Notes Indenture) or any Security Document to cure any ambiguity, omission, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption by a Successor Company or any other Person formed by or surviving any consolidation, merger, amalgamation or combination that would not violate the provisions of Article 5 of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to the Holders of the Notes under the Indenture, a Subsidiary the Notes, any Note Guarantee, a Mirror Note the Priority Agreement (or a Mirror Note Guarantee as any additional intercreditor agreement or priority agreement entered into in accordance with the case may be, terms of the Priority Agreement or the Indenture) or any Security Document by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Trustee or the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder under the Indenture, or to comply with the requirements of extent such change would not violate the SEC in order to effect or maintain the qualification provisions of the Indenture (including without limitation Section 4.22 of the Indenture) or any secured party under the TIASecurity Documents; to conform the text of the Indenture, the Notes, a Note Guarantee, the Priority Agreement (or any additional intercreditor agreement or priority agreement entered into in accordance with the terms of the Priority Agreement or the Indenture) or any Security Document to any provision of the “Description of Notes” section of the Offering Memorandum, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, a Note Guarantee, the Priority Agreement or any Security Document; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date hereof; to allow any Guarantor to execute a Supplemental Indenture, Security Document and/or a Note Guarantee with respect to the Notes; to the extent necessary to provide for the granting of a security interest for the benefit of any Person, provided that the granting of such security interest is not prohibited under the Indenture; or to evidence and provide for a successor Trustee as provided for in the Indenture. For the avoidance of doubt, the provisions of articles 86 to 94-8 of the Luxembourg act dated 10 April 1915 on commercial companies, as amended, shall not apply to this Note.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsUnder the Class A Indenture, the Company, the Subsidiary Guarantors Jamboree LLC and the Class A Trustee may amend or supplement the Class A Indenture, the Subsidiary Guarantees, Class A Notes and any other operative document under the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including, Class A Indenture without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the holder of Class A Notes to cure any ambiguity, defect or inconsistency, to ; provide for uncertificated Class A Notes in addition to or in place of certificated Class A Notes, to ; provide for (i) the assumption of the Company's, a Mirror Note Issuer's or a GuarantorJamboree LLC's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as holders of the Class A Notes in the case may beof a merger or consolidation, by a successor and (ii) certain amendments to the Company, such Mirror Note Issuer Collateral Documents expressly called for therein; to execute and deliver any documents necessary or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, appropriate to release liens on any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (collateral with respect to the extent Class A Indenture as permitted by the Class A Indenture), ; to make any change that would provide any additional rights or benefits to the Holders holders of the Class A Notes or that does not materially adversely affect the legal rights under the Class A Indenture of any such Holder, or holder of the Class A Notes; to comply with the requirements of the SEC Securities and Exchange Commission in order to effect or maintain the qualification of the Class A Indenture under the TIATrust Indenture Act of 1939, as amended; or to evidence or effect the pledge of additional or substitute collateral with respect to the Class A Indenture. Under the Class A Indenture, Jamboree LLC and the Class A Trustee may amend or supplement the Class A Indenture, the Class A Notes, or any amended or supplemental Indenture with the written consent of holders of not less than 51% in principal amount of the Class A Notes ("Required Holders") and, subject to the rights of holders of the Class A Notes to receive payment of principal of and interest on the Class A Notes, any existing Default or Event of Default and its consequences or compliance with any provision of the Class A Indenture or the Class A Notes may be waived with the consent of the holders of not less than 25% in principal amount of the Class A Notes outstanding on the date of determination. Jamboree LLC and the Class A Trustee may, with the consent of holders of not less than 66 2/3% in principal amount of each of the Class A Notes and the Class B Notes, respectively, outstanding on the date of determination, directly or indirectly release liens on all or substantially all of the collateral with respect to the Class A Indenture except in connection with a Triggering Event. Jamboree LLC and the Class A Trustee may, with the consent of holders of the principal amount of the Class A Notes whose holders must consent to an amendment, supplement or waiver, reduce such principal amount with respect to such amendment, supplement or waiver. Without the consent of each holder of the Class Notes affected, however, an amendment or waiver may not (with respect to any Class A Notes held by a nonconsenting holder of the Class A Notes): reduce the principal of or change the fixed maturity of any Class A Note or reduce the redemption price of the Class A Notes; reduce the rate of or change the time for payment of interest on any Class A Note; waive a Default or Event of Default in the payment of principal of or interest on the Class A Notes (except a rescission of acceleration of the Class A Notes by the Required Holders and a waiver of the payment default that resulted from such acceleration); make any Class A Note payable in money other than that stated in the Class A Notes; make any change in certain sections of the Class A Indenture with respect to amendments and payments of principal and interest; or waive a redemption payment with respect to any Class A Note. DEFEASANCE OF THE CLASS A INDENTURE. Jamboree LLC will be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes when Jamboree LLC irrevocably deposits with the Class A Trustee cash or non-callable governmental securities sufficient to pay and discharge the Class A Notes, Jamboree LLC has delivered to the Class A Trustee an opinion of counsel confirming that the holders of the outstanding Class A Notes will not recognize income, gain or loss for federal income tax purposes as a result of such defeasance and will be subject to federal income tax on the same amounts, in the same manner and at the same times as would have been the case if the defeasance of the Class A Notes had not occurred and Jamboree LLC meets certain other conditions set forth in the Class A Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with With the consent of the Holders of at least not less than a majority in aggregate principal amount of the outstanding Secured Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor the Secured Notes), the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend enter into one or supplement more indentures supplemental to the IndentureIndenture for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Indenture or of modifying in any manner the rights of the Holders; PROVIDED that no such supplemental indenture may, among other things, without the consent of the Holder of each outstanding Secured Noted affected thereby, (i) reduce the amount Secured Notes whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest (including Additional Interest, if any, and Special Interest, if any), on any Secured Note or any Issuer Loan, (iii) reduce the principal of or extend the Stated Maturity of any Secured Note or any Issuer Loan, (iv) modify the obligations of Issuer to make mandatory redemptions or otherwise reduce the premium payable upon the redemption of any Secured Note or change the time at which any Secured Note may be or is required to be redeemed as described under the covenants described in paragraphs 7, 8 and 9 above, (v) modify the obligations of Pride to make payments under the Pride Guarantee or the obligations of the Letter of Credit Provider under the Letter of Credit, (vi) make any Secured Note payable in money other than that stated in the Secured Note, (vii) impair the right of any Holder of the Secured Notes to receive payment of principal of and interest (including Additional Interest, if any, and Special Interest, if any), on such Holder's Secured Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder's Secured Notes, (viii) make any change in the amendment provisions which require each Holder's consent or in the waiver provisions, (ix) make any change in the Pride Guarantee, the Subsidiary Guarantees, the Mirror Notesif any, the Mirror Note Guarantees, Letter of Credit or any Security Agreement or Mitsubishi Loan Agreement (in the Mirror Note Pledge Agreements or the Notes to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption case of the Company'sMitsubishi Documents, a Mirror Note Issuer's if the Issuer has the right to consent to any such change) that would materially adversely affect the Noteholders or a Guarantor's obligations pursuant to terminate the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V Lien of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee Security Agreement on any property at any time subject thereto or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to deprive the Holders of the Notes or that does not adversely affect security afforded by the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification Lien of the Indenture under or the TIASecurity Agreements or the Issuer of the Liens securing the Issuer Loans.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Supplemental Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the written consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the written consent of the Holders of a majority in principal amount of the Notes then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be amended or supplemented: (a) to cure any ambiguity, defect or inconsistency, inconsistency that does not adversely affect in any material respect the rights hereunder of any Holder of the Notes under the Indenture; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (c) to alter the provisions of the Indenture to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, Holders by a successor to the Company, such Mirror Note Issuer or such Guarantor Company pursuant to Article V 4 of the Indenture or to comply with Section 4.20 of the Supplemental Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee ; (to the extent permitted by the Indenture), d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect in any material respect the legal rights under the Indenture hereunder of any such Holder, or Holder of the Notes; (e) to conform the provisions of this Supplemental Indenture to the “Description of the Notes” and “Description of Debt Securities” section of the Prospectus; (f) to comply with the requirements of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIATrust Indenture Act; (g) to comply with the rules of any applicable depositary; (h) to evidence and provide for the acceptance of appointment under the Supplemental Indenture of a successor Trustee; (i) to add guarantees; (j) to provide for conversion rights of Holders if any recapitalization, reclassification or change of Common Stock or any consolidation, merger or sale, conveyance or lease of all or substantially all of the Company’s assets or a statutory share exchange occurs; or (k) to increase the Conversion Rate, provided that the increase will not adversely affect the interests of the Holders in any material respect.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Collateral Documents may be amended or supplemented by the Issuer, the Guarantors, the Trustee and the Notes Security Agent with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class and, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 Section 6.04 and Section 6.07 of the Indenture, any existing Default or Event of Default (other than a continuing Default or Event of Default in the payment of the principal of, premiuminterest and premium and Additional Amounts, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Intercreditor Agreement or the Notes Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the CompanyIssuer, the Subsidiary Guarantors Guarantors, the Trustee and the Trustee Security Agent may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or Intercreditor Agreement and the Notes Collateral Documents to cure any ambiguity, defect defect, inconsistency or inconsistency, error; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations to the Holders of the Notes and Note Guarantees pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, transaction governed by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5.01 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder in any material respect; to conform the text of the Indenture, the Note Guarantees, the Collateral Documents or the Notes to comply any provision of the “Description of Notes” section of the Offering Memorandum, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes; to enter into additional or supplemental Collateral Documents; to release Collateral in accordance with the requirements of the SEC in order to effect or maintain the qualification terms of the Indenture and the Collateral Documents or to release any Note Guarantee in accordance with the terms of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date; to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes; to provide for uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of Title 26 of the U.S. Code, in a manner such that the uncertified Notes are described in Section 163(f)(2)(B) of the U.S. Code); to evidence and provide the acceptance of the appointment of a successor Trustee under the TIAIndenture; or to add additional parties to the Intercreditor Agreement or any Collateral Documents to the extent permitted under the Indenture and thereunder.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, Guarantees or the Mirror Note Pledge Agreements and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, including consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes) and and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees Notes (other than any provision relating to the Mirror right of any Holder to bring suit for the enforcement of any payment of principal, premium, if any, and interest on such Note, on or after the scheduled due dates expressed in the Notes), the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or a tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Issuers and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Guarantees or the Notes Security Documents to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for or confirm the issuance of Additional Notes; to provide for the assumption of the Company's, a Mirror Note Issuer's Issuers’ or a any Guarantor's ’s obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, assets of such Mirror Note Issuer or such any Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 5 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; to, or to if applicable, comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATIA or otherwise as necessary to comply with applicable law; to release Collateral or a Guarantor, as permitted under the terms of the Indenture or the Security Documents; to add any additional assets as Collateral; or to add a Guarantor.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Additional Interest, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 Article X of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Company’s Offering Memorandum dated August 17, 2017, relating to the initial offering of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes, or to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding Notes voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be amended or supplemented to cure any ambiguity, defect defect, omission, mistake or inconsistency, to provide for global notes and/or uncertificated Notes notes in addition to or in place of certificated Notesnotes, to provide for the assumption by a successor Person of the obligations of the Company under the Indenture in the case of a merger or consolidation or sale of all or substantially all of the assets of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of Notes (including the Notes or that does not adversely affect the legal rights under the Indenture addition of Events of Default), to make any such Holder, or change to comply with the requirements any requirement of the SEC in order to effect or maintain connection with the qualification of the Indenture under the TIA, to add covenants for the benefit of the Holders or to surrender any right or power conferred upon the Company or any Subsidiary Guarantors, to add a Subsidiary Guarantor under the Indenture or release a Subsidiary Guarantor in accordance with the Indenture, to conform the text of the Indenture, the Notes or the Subsidiary Guarantees to any provision of the “Description of the Notes” section of the Company’s offering memorandum dated October 20, 2010 relating to the Notes, to the extent such provision of the Indenture, the Notes or the Subsidiary Guarantees was intended to conform to the text of the “Description of the Notes” section, to evidence and provide for the acceptance of appointment under the Indenture by a successor trustee and to provide for or confirm the issuance of Additional Notes in accordance with the terms of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Additional Interest, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture 5 or to comply with Section 4.20 Article of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Company’s Offering Circular dated July 20, 2006, relating to the initial offering of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, or to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, The Indenture contains provisions permitting the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the IndentureTrustee, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes with the consent of the Holders holders of at least a majority in aggregate principal amount of the Notes then outstanding at the time outstanding, to execute supplemental indentures adding any provisions to or changing in any manner or eliminating any of the provisions of the Indenture or of any supplemental indenture or modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) extend the fixed maturity of any Note, or reduce the rate or extend the time of payment of Interest, or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable upon redemption or repurchase thereof, or impair the right of any Noteholder to institute suit for the payment thereof, or make the principal thereof or Interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, or change the obligation of the Company to redeem any Note on a Redemption Date in a manner adverse to the holders of Notes, or change the obligation of the Company to repurchase any Note upon a Change of Control in a manner adverse to the holders of the Notes, in each case without the consent of the holder of each Note so affected, or modify any of the provisions of Section 11.02 or Section 7.07 thereof, except to increase any such percentage or to provide that certain other provisions of the Indenture cannot be modified or waived without the consent of the holder of each Note so affected, or reduce the quorum or voting as a single class requirements set forth in Article 10 or (includingii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject consent of the holders of all Notes then outstanding. Subject to certain the provisions of Article 6 of the Indenture, the holders of a majority in aggregate principal amount of the Notes at the time outstanding may on behalf of the holders of all of the Notes waive any existing Default past default or Event of Default under the Indenture and its consequences except (other than A) a Default default in the payment of Interest, or Event any premium on, or the principal of, any of Default the Notes, (B) a default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision applicable redemption price pursuant to Article 3 of the Indenture, (C) a default in the Subsidiary Guarantees payment of the Mirror NotesRepurchase Price pursuant to Article 3 of the Indenture, or (D) a default in respect of a covenant or provisions of the Mirror Note Guarantees, Indenture which under Article 11 of the Mirror Note Pledge Agreements Indenture cannot be modified or the Notes may be waived with amended without the consent of the Holders holders of a majority in principal amount of the each or all Notes then outstanding Notes voting or affected thereby. Any such consent or waiver by the holder of this Note (unless revoked as a single class (including consents obtained provided in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture) shall be conclusive and binding upon such holder and upon all future holders and owners of this Note and any Notes which may be issued in exchange or substitution hereof, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements irrespective of whether or the Notes to cure not any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant to the Indenture, a Subsidiary Guarantee, a Mirror notation thereof is made upon this Note or a Mirror Note Guarantee as the case may be, by a successor to the Company, such Mirror Note Issuer or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIAother Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement exceptions set forth in the Indenture, the Subsidiary GuaranteesIndenture, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Intercreditor Agreements and the Notes Security Documents may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class Notes (including, without limitation, consents obtained in connection with Additional Notes, if any) voting as a purchase ofsingle class, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Notes or the Notes Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes (including, without limitation, Additional Notes, if any) then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any HolderHolder of Notes, the Company, the Subsidiary Guarantors and the Trustee may (and the Collateral Agent, as applicable) may, to the extent any such change would not adversely affect the Holders of Notes, amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Intercreditor Agreements or the Notes Security Documents: (1) to cure any ambiguity, defect or inconsistency, ; (2) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (3) to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant Obligations to the Indenture, a Subsidiary Guarantee, a Mirror Holders of the Notes and Note or a Mirror Note Guarantee as Guarantees in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer 's or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the IndentureGuarantor's assets, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee as applicable; (to the extent permitted by the Indenture), 4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or ; (5) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA.; (6) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date; (7) to allow any Guarantor to execute a supplemental indenture to the Indenture (including, without limitation, to evidence its Note Guarantee) with respect to the Notes or to release any Guarantor from its Note Guarantee as provided or permitted by the terms of the Indenture; (8) to provide for the

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the CompanyIssuers, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture and the Notes with the consent of the Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any then outstanding outstanding, voting as a single class (including, including without limitation, limitation consents obtained in connection with a purchase of, of or tender offer or exchange offer for, Exchange Offer for the Notes) and ), and, subject to certain provisions of Article 6 Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than except a continuing Default or Event of Default (i) in the payment of the principal ofprincipal, premium, if any, and interest interest, if any, on the Notes, except Notes and (ii) in respect of a payment default resulting from an acceleration that has been rescindedcovenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, Exchange Offer for the Notes). Without the consent of any Holder, the CompanyIssuers, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to (a) cure any ambiguity, defect or inconsistency, inconsistency or to correct a manifest error; (b) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (c) provide for the assumption of the Company's, a Mirror Note Issuer's Obligations of the Issuers or a Guarantor's obligations pursuant Guarantors to the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Holders in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer assets of the Issuers or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee Guarantor; (to the extent permitted by the Indenture), to d) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to ; (e) comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA; (f) to comply with the rules of any applicable securities depositary; (g) to add guarantees with respect to Notes or to secure the Notes; (h) to add to the covenants of the Issuers or any Guarantor for the benefit of the Holders or surrender any right or power conferred upon the Issuers or any Guarantor; (i) to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements thereof; or (j) to conform the text of the Indenture or the Note to any provision of the Description of Notes contained in the Offering Memorandum, dated June 9, 2003, relating to the issuance of the Notes, to the extent that such provision in the Description of Notes was intended to be a verbatim recitation of a provision of the Indenture, the Subsidiary Guarantees or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. The Base Indenture may be amended as provided therein. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Supplemental Indenture, the Notes or the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class (includingclass, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, Supplemental Indenture or the Notes or the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes)class. Without the consent of any Holder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Holder of Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Supplemental Indenture or the Notes may be amended or supplemented (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Company's, a Mirror Note Issuer's or a Guarantor's obligations pursuant ’s Obligations to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as Notes in the case may be, by of a successor to merger or consolidation or sale of all or substantially all of the Company, such Mirror Note Issuer or such Guarantor ’s assets pursuant to Article V 5 of the Indenture or to comply with Section 4.20 of the Supplemental Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, or (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Supplemental Indenture under the TIA, (vi) to conform the text of the Supplemental Indenture or the Notes to any provision of the “Description of the Notes” section of the Company’s Offering Memorandum dated May 9, 2016, relating to the initial offering of the Notes, (vii) to evidence and provide for the acceptance and appointment under the Supplemental Indenture of a successor trustee pursuant to the requirements thereof, (viii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Supplemental Indenture, or (ix) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend Indenture or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premiumpremium or Additional Interest, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 Article X of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Company’s Offering Memorandum dated August 10, 2012, relating to the initial offering of the Notes, to the extent that such provision in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes, or to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements of the Indenture.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Indenture or the Notes with the consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (includingNotes, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the including Additional Notes) and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer forfor the Notes), and, subject to Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (except a continuing Default or Event of Default (i) in the payment of principal, premium, if any, interest or Special Interest or Additional Amounts, if any, on the Notes and (ii) in respect of a covenant or provision which under the Indenture cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the then outstanding Notes, including Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of any Holder, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Indenture or the Notes to (a) cure any ambiguity, defect or inconsistency, to ; (b) provide for uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code)(to the extent that such subsection applies to the Notes, to ); (c) provide for the assumption of the Company'sobligations of the Company and/or a Subsidiary Guarantor to Holders in the case of a merger, consolidation, or amalgamation or sale of all or substantially all of the assets of the Company and/or a Mirror Note Issuer's or a Subsidiary Guarantor's obligations pursuant ; provided, however, that the Company shall deliver to the IndentureTrustee (i) an Opinion of Counsel in the United States to the effect that Holders will not recognize income, gain or loss for U.S. Federal income tax purposes as a Subsidiary Guarantee, a Mirror Note or a Mirror Note Guarantee as the case may be, result of such assumption by a successor corporation and will be subject to U.S. federal income tax on the same amount and in the same manner and at the same times as would have been the case if such assumption had not occurred, and (ii) an Opinion of Counsel in Canada to the Companyeffect that Holders will not recognize income, gain or loss for Canadian federal tax purposes as a result of such Mirror Note Issuer or assumption by a successor corporation and will be subject to Canadian federal taxes (including withholding taxes) on the same amounts, in the same manner and at the same times as would have been the case if such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee assumption had not occurred; (to the extent permitted by the Indenture), to d) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the this Indenture of any such Holder, ; (e) add additional guarantees with respect to the Notes or to release Subsidiary Guarantors from Subsidiary Guarantees as provided or permitted by the terms of the Indenture; (f) provide for the issuance of Additional Notes in accordance with the Indenture; (g) comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the this Indenture under the TIA; or (h) to conform the text of the Indenture or the Notes to any provision of the “Description of Notes” section in the Offering Memorandum for the Notes dated February 29, 2012 to the extent that such provision in such “Description of Notes” section was intended to be a verbatim recitation of a provision of the Indenture or the Notes.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements and Escrow Agreement or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) ), and subject to certain provisions of Article 6 of the Indenture, any existing Default or Event of or Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, and or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture, the Subsidiary Guarantees the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Escrow Agreement or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any HolderHolder of a Note, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture, the Subsidiary Guarantees, the Mirror Notes, the Mirror Note Guarantees, the Mirror Note Pledge Agreements Escrow Agreement or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Company's, a Mirror Note Issuer's ’s or a Guarantor's ’s obligations pursuant to Holders of the Indenture, a Subsidiary Guarantee, a Mirror Notes and Note or a Mirror Note Guarantee as the case may be, Guarantees by a successor to the Company, such Mirror Note Issuer Company or such Guarantor pursuant to Article V of the Indenture or to comply with Section 4.20 Article X of the Indenture, to release any Guarantor from its obligations under its Subsidiary Guarantee or Mirror Note Guarantee (to the extent permitted by the Indenture), ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; to conform the text of the Indenture, the Escrow Agreement, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Company’s Offering Memorandum dated December 5, 2017, relating to the initial offering of the Notes, to the extent that such provision of the Indenture, the Escrow Agreement, the Note Guarantees or the Notes was intended to conform to the text of the “Description of Notes” as evidenced by an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture; to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes; or to comply with evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIAIndenture.