Common use of Amendments to the Base Indenture Clause in Contracts

Amendments to the Base Indenture. Notwithstanding anything to the contrary in the Base Indenture, for purposes of the Notes: (A) the second (2nd) paragraph of Section 7.7 of the Base Indenture is deemed to be amended by (x) replacing the phrase “performance of its duties” with the phrase “performance of its powers and duties”; and (y) deleting the clause “, unless and to the extent that the Company is materially prejudiced thereby”; (B) the fourth (4th) paragraph of Section 7.7 of the Base Indenture is deemed to be amended by deleting the phrase “, except that held in trust to pay principal of and interest on particular Securities of that Series”; (C) the reference in the fifth (5th) paragraph of Section 7.7 of the Base Indenture to Section 6.1(f) or (g) of the Base Indenture shall be deemed instead to be references to Sections 6.01(vii) or 6.01(viii) hereof; (D) the following sentence shall be added at the end of Section 7.7 of the Base Indenture: “Notwithstanding anything herein to the contrary, a Default by the Issuer or any Guarantor under this Section 7.7 may be waived only by the Trustee.”; and (E) the number 60 in the fourth (4th) paragraph of Section 7.8 of the Base Indenture shall be deemed to be replaced with the number 30; (F) Section 7.8 of the Base Indenture shall be deemed to be amended by adding the following sentence immediately after the second sentence of the second paragraph thereof: “If the Trustee is no longer eligible under Section 7.10 or in the circumstances described in TIA §310(b), any Holder that satisfies the requirements of TIA §310(b) may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee.”; (G) Section 7.8 of the Base Indenture shall be deemed to be amended by replacing the first sentence of the third paragraph thereof with the following sentence: “If the Trustee has been removed by the Holders, Holders of a majority in principal amount of the Notes may appoint a successor Trustee with the consent of the Issuer. Otherwise, if the Trustee resigns or is removed, or if a vacancy exists in the office of Trustee for any reason, the Issuer shall promptly appoint a successor Trustee.”; and (H) Section 9.7 of the Base Indenture shall be deemed to be amended by striking the clause “(subject to Section 7.1)”.

Amendments to the Base Indenture. Notwithstanding anything to the contrary in the Base Indenture, for purposes (a) Sub-clause (b) of the Notes: (A) the second (2nd) first paragraph of Section 7.7 3.02 of the Base Indenture is hereby amended and restated in its entirety as follows (new text is bolded): “At the Obligor’s option, either (a) the Obligor shall be deemed to be amended by have been Discharged (xas defined below) replacing the phrase “performance of from its duties” obligations with the phrase “performance of its powers and duties”; and (y) deleting the clause “, unless and respect to the extent Notes of any series (“Legal Defeasance”) and/or (b) the Obligor shall cease to be under any obligation to comply with any term, provision or condition set forth in Sections 4.01(3) and 9.05 and Sections 2.7, 2.12 and 2.13 of the First Supplemental Indenture between the Obligor and the Trustee, dated June 8, 2021 (the “First Supplemental Indenture”) (and any other Sections, covenants or Events of Default applicable to such Notes that are determined pursuant to Section 2.01 to be subject to this provision) with respect to the Company is materially prejudiced therebyNotes of such series at any time after the applicable conditions set forth below have been satisfied (“Covenant Defeasance”;):” (Bb) The last sentence of the fourth (4th) third to last paragraph of Section 7.7 3.02 of the Base Indenture is deemed hereby amended and restated in its entirety as follows (new text is bolded): “If the Obligor exercises its option under Section 3.02(a), payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Obligor exercises its option under Section 3.02(b), payment of the Notes may not be accelerated because of an Event of Default specified in Section 4.01(3) and Section 4.01(7) and with respect to Section 7.01 and Section 9.05 and Sections 2.12 and 2.13 of the First Supplemental Indenture, and the Obligor shall no longer be amended by deleting obligated to make an offer under Section 2.7 of the phrase “, except that held First Supplemental Indenture upon the occurrence of a Change of Control Repurchase Event (as defined in trust to pay principal of and interest on particular Securities of that Seriesthe First Supplemental Indenture).”; (Cc) In addition to the reference Events of Default set forth in the fifth (5th) paragraph of Section 7.7 of the Base Indenture to Section 6.1(f) or (g) of the Base Indenture shall be deemed instead to be references to Sections 6.01(vii) or 6.01(viii) hereof; (D) the following sentence shall be added at the end of Section 7.7 4.01 of the Base Indenture: “Notwithstanding anything herein to , the contrarySenior Notes shall include the following additional Event of Default designated as clause (8) of such Section, a which shall be deemed an Event of Default by the Issuer or any Guarantor under this Section 7.7 may be waived only by the Trustee.”; and (E) the number 60 in the fourth (4th) paragraph of Section 7.8 4.01 of the Base Indenture shall be deemed to be replaced with the number 30; (F) Section 7.8 of the Base Indenture shall be deemed to be amended by adding the following sentence immediately after the second sentence of the second paragraph thereof: “If the Trustee is no longer eligible under Section 7.10 or in the circumstances described in TIA §310(b), any Holder that satisfies the requirements of TIA §310(b) may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee.”; (G) Section 7.8 of the Base Indenture shall be deemed to be amended by replacing the first sentence of the third paragraph thereof with the following sentence: “If the Trustee has been removed by the Holders, Holders of a majority in principal amount of the Notes may appoint a successor Trustee with the consent of the Issuer. Otherwise, if the Trustee resigns or is removed, or if a vacancy exists in the office of Trustee for any reason, the Issuer shall promptly appoint a successor Trustee.”; and (H) Section 9.7 of the Base Indenture shall be deemed to be amended by striking the clause “(subject to Section 7.1)”.Indenture:

Amendments to the Base Indenture. Notwithstanding anything to the contrary in the Base Indenture, for purposes of the Notes: (A) the second (2nd) paragraph of Section 7.7 of the Base Indenture is deemed to be amended by (x) replacing the phrase “performance of its duties” with the phrase “performance of its powers and duties”; and (y) deleting the clause “, unless and to the extent that the Company is materially prejudiced thereby”; (B) the fourth (4th) paragraph of Section 7.7 of the Base Indenture is deemed to be amended by deleting the phrase “, except that held in trust to pay principal of and interest on particular Securities of that Series”; (C) the reference in the fifth (5th) paragraph of Section 7.7 of the Base Indenture to Section 6.1(f) or (g) of the Base Indenture shall be deemed instead to be references to Sections 6.01(vii) or 6.01(viii) hereof; (D) the following sentence shall be added at the end of Section 7.7 of the Base Indenture: “Notwithstanding anything herein to the contrary, a Default by the Issuer or any Guarantor under this Section 7.7 may be waived only by the Trustee.”; and (E) the number 60 in the fourth (4th) paragraph of Section 7.8 of the Base Indenture shall be deemed to be replaced with the number 30; (F) Section 9.7 of the Base Indenture shall be deemed to be amended by striking the clause “(subject to Section 7.1)”; (G) Section 7.8 of the Base Indenture shall be deemed to be amended by adding the following sentence immediately after the second sentence of the second paragraph thereof: “If the Trustee is no longer eligible under Section 7.10 or in the circumstances described in TIA §310(b), any Holder that satisfies the requirements of TIA §310(b) may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee.”;; and (GH) Section 7.8 of the Base Indenture shall be deemed to be amended by replacing the first sentence of the third paragraph thereof with the following sentence: “If the Trustee has been removed by the Holders, Holders of a majority in principal amount of the Notes may appoint a successor Trustee with the consent of the Issuer. Otherwise, if the Trustee resigns or is removed, or if a vacancy exists in the office of Trustee for any reason, the Issuer shall promptly appoint a successor Trustee.”; and (H) Section 9.7 of the Base Indenture shall be deemed to be amended by striking the clause “(subject to Section 7.1)”.

Amendments to the Base Indenture. Notwithstanding anything The Base Indenture is hereby amended as it relates to the contrary Notes to delete the following sections in their entirety, and, in the Base Indenturecase of each such section, for purposes insert in lieu thereof the phrase “[Intentionally Omitted]” and any and all references thereto (including any definitions the references to which would be eliminated as a result of such deletions), and any and all obligations thereunder, and any events of default related thereto are hereby deleted throughout the Indenture as they relate to the Notes and such sections and references shall be of no further force or effect as they relate to the Notes: (A1) the second (2nd) paragraph Section 3.09—“Offers to Repurchase by Application of Section 7.7 of the Base Indenture is deemed to be amended by (x) replacing the phrase “performance of its duties” with the phrase “performance of its powers and duties”; and (y) deleting the clause “, unless and to the extent that the Company is materially prejudiced therebyExcess Proceeds”; (B2) the fourth (4th) paragraph of Section 7.7 of the Base Indenture is deemed to be amended by deleting the phrase “, except that held in trust to pay principal of and interest on particular Securities of that Series4.03—“Reports”; (C3) the reference in the fifth (5th) paragraph of Section 7.7 of the Base Indenture to Section 6.1(f) or (g) of the Base Indenture shall be deemed instead to be references to Sections 6.01(vii) or 6.01(viii) hereof4.04—“Compliance Certificate”; (D4) the following sentence shall be added at the end Section 4.05—“Corporate Existence”; (5) Section 4.06—“Payment of Taxes”; (6) Section 7.7 4.07—“Stay, Extension and Usury Laws”; (7) Section 4.08—“Restricted Payments”; (8) Section 4.09—“Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries”; (9) Section 4.10—“Incurrence of the Base Indenture: “Notwithstanding anything herein Indebtedness and Issuance of Preferred Stock”; (10) Section 4.11—“Asset Sales”; (11) Section 4.12—“Transactions with Affiliates”; (12) Section 4.13—“Liens”; (13) Section 4.14—“Permitted Business Activities”; (14) Section 4.15—“Offer to the contraryRepurchase upon Change of Control”; (15) Section 4.16—“Future Guarantors”; (16) Section 4.17—“Designation of Restricted and Unrestricted Subsidiaries”; (17) Section 4.18—“Effectiveness of Covenants”; (18) Section 5.01—“Merger, a Default by the Issuer Consolidation or any Guarantor under this Section 7.7 may be waived only by the Trustee.”Sale of Substantially All Assets” (deleting clauses (a)(3), (a)(4), (a)(5), (b)(2), (b)(3), (c)(1) and (c)(2)(a)(iii)); and (E) the number 60 in the fourth (4th) paragraph of Section 7.8 of the Base Indenture shall be deemed to be replaced with the number 30; (F19) Section 7.8 6.01—“Events of the Base Indenture shall be deemed to be amended by adding the following sentence immediately after the second sentence of the second paragraph thereof: “If the Trustee is no longer eligible under Section 7.10 or in the circumstances described in TIA §310(bDefault” (deleting clauses (a)(4), any Holder that satisfies the requirements of TIA §310(b(a)(5), (a)(6), (a)(8) may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee(a)(9)).”; (G) Section 7.8 of the Base Indenture shall be deemed to be amended by replacing the first sentence of the third paragraph thereof with the following sentence: “If the Trustee has been removed by the Holders, Holders of a majority in principal amount of the Notes may appoint a successor Trustee with the consent of the Issuer. Otherwise, if the Trustee resigns or is removed, or if a vacancy exists in the office of Trustee for any reason, the Issuer shall promptly appoint a successor Trustee.”; and (H) Section 9.7 of the Base Indenture shall be deemed to be amended by striking the clause “(subject to Section 7.1)”.