Common use of Applicability of Certain Provisions Clause in Contracts

Applicability of Certain Provisions. The Notes shall be subject to Article 8 of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, in addition to Sections 4.03 and 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 and Articles V and X hereof, and shall not include Article 5 of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such deposit); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, in addition to Sections 4.03 and Section 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 4.11 and Articles V and X hereofof this Fourth Supplemental Indenture, and shall not include Article 5 of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof of this Fourth Supplemental Indenture and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such deposit); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 9 of the Base Indenture, except that: (ai) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 9.01(j) of the Base Indenture shall, in addition to Sections 4.03 and 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 and Articles V and X hereof, and shall not include Article 5 of apply to the Base IndentureNotes; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (cii) Section 8.04 9.02 of the Base Indenture shall be amended by adding changed to insert the words “(including Sections 3.03, 4.04 and 4.07 of the Fifth Supplemental Indenture to this Indenture)” after the words “… the Company and the Trustee may amend this Indenture” in the first sentence thereof; and (iii) Section 9.02 of the Base Indenture shall be changed to remove clauses (a) through (e) thereof and insert the following additional conditionsin place thereof: (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 fixed maturity of any Note or alter any of the provisions with respect to the redemption of the Notes except as provided above with respect to Sections 3.03, 4.04 and 4.07 of the Fifth Supplemental Indenture to this Indenture and other than notice provisions with respect to any optional redemption by the Company; (c) reduce the rate of or change the time for payment of interest, including default interest, on any Note; (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than waive a Default or Event of Default resulting in the payment of principal of, or interest or premium 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 the borrowing of funds to be applied to such depositacceleration); (e) such Legal Defeasance or Covenant Defeasance will not result make any Note payable in a breach or violation of, or constitute a default under any material agreement or instrument (money other than that stated in the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is boundNotes; (f) make any change in the Company must deliver provisions of this Indenture relating to waivers of past Defaults or the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent rights of preferring the Holders of Notes over to receive payments of principal of or interest or premium on the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; andNotes; (g) waive a redemption payment with respect to any note (other than a payment required by Sections 3.03, 4.04 or 4.07 of the Company must deliver Fifth Supplemental Indenture to this Indenture); (h) release any Guarantor from any of its obligations under its Subsidiary Guarantee or this Indenture, except in accordance with the Trustee an Officers’ Certificate terms of this Indenture; or (i) make any change in the preceding amendment and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waivedwaiver provisions.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, in addition to Sections 4.03 and Section 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 4.11 and Articles V and X hereofof this Fifth Supplemental Indenture, and shall not include Article 5 of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof of this Fifth Supplemental Indenture and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such deposit); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 9 of the Base Indenture, except that: (ai) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 9.01(j) of the Base Indenture shall, in addition to Sections 4.03 and 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 and Articles V and X hereof, and shall not include Article 5 of apply to the Base IndentureNotes; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (cii) Section 8.04 9.02 of the Base Indenture shall be amended by adding changed to insert the words “(including Sections 3.03, 4.04 and 4.07 of the First Supplemental Indenture to this Indenture)” after the words “… the Company and the Trustee may amend this Indenture” in the first sentence thereof; and (iii) Section 9.02 of the Base Indenture shall be changed to remove clauses (a) through (e) thereof and insert the following additional conditionsin place thereof: (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 fixed maturity of any Note or alter any of the provisions with respect to the redemption of the Notes except as provided above with respect to Sections 3.03, 4.04 and 4.07 of the First Supplemental Indenture to this Indenture and other than notice provisions with respect to any optional redemption by the Company; (c) reduce the rate of or change the time for payment of interest, including default interest, on any Note; (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than waive a Default or Event of Default resulting in the payment of principal of, or interest or premium 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 the borrowing of funds to be applied to such depositacceleration); (e) such Legal Defeasance or Covenant Defeasance will not result make any Note payable in a breach or violation of, or constitute a default under any material agreement or instrument (money other than that stated in the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is boundNotes; (f) make any change in the Company must deliver provisions of this Indenture relating to waivers of past Defaults or the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent rights of preferring the Holders of Notes over to receive payments of principal of or interest or premium on the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; andNotes; (g) waive a redemption payment with respect to any note (other than a payment required by Sections 3.03, 4.04 or 4.07 of the Company must deliver First Supplemental Indenture to this Indenture); (h) release any Guarantor from any of its obligations under its Subsidiary Guarantee or this Indenture, except in accordance with the Trustee an Officers’ Certificate terms of this Indenture; or (i) make any change in the preceding amendment and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waivedwaiver provisions.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 VIII of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, shall in addition to Sections 4.03 and 4.06 Section 4.03, Section 4.04 and Article 12 XI of the Base Indenture, Indenture also include Section 3.04 and Sections 3.03 and 4.01 through 4.10 4.10, Section 4.12, Section 4.13, Section 4.15, Section 5.01(d) and Articles V and Article X hereof, and shall not include Article 5 of the Base this First Supplemental Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof of this First Supplemental Indenture and shall not include Sections 6.01 (c6.01(c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such depositdeposit and the grant of any Lien securing such borrowing); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the IndentureIndenture and the agreements governing any other Indebtedness being defeased, discharged or replaced) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”” Notwithstanding the foregoing, the Opinion of Counsel required by clause (b) of Section 8.04 of the Base Indenture need not be delivered if all Notes not theretofore delivered to the Trustee for cancellation (i) have become due and payable or (ii) will become due and payable on the maturity date or on a Redemption Date within one year (in the case of a redemption) under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company.

Applicability of Certain Provisions. The Notes shall be subject to Article 8 VIII of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, shall in addition to Sections 4.03 and 4.06 and Article 12 XI of the Base Indenture, Indenture also include Sections 3.03 and 4.01 through 4.10 4.07 and Articles V and X hereofof this Second Supplemental Indenture, and shall not include Section 4.03 and Article 5 V of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (ih) hereof of this Second Supplemental Indenture and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such depositdeposit and the grant of any lien securing such borrowing); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the IndentureIndenture and the agreements governing any other Indebtedness being defeased, discharged or replaced) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”” Notwithstanding the foregoing, the Opinion of Counsel with respect to a legal defeasance required by clause (b) of Section 8.04 of the Base Indenture need not be delivered if all Notes not theretofore delivered to the Trustee for cancellation (i) have become due and payable or (ii) will become due and payable on the maturity date within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company.

Applicability of Certain Provisions. The Notes shall be subject to Article 8 of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, in addition to Sections 4.03 and Section 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 3.04 and 4.01 through 4.10 4.11 and Articles V and X hereofof this Sixth Supplemental Indenture, and shall not include Article 5 of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (i) hereof of this Sixth Supplemental Indenture and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such depositdeposit and the grant of any lien securing such borrowing); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the IndentureIndenture and the agreements governing any other Indebtedness being defeased, discharged or replaced) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”” Notwithstanding the foregoing, the opinion of counsel with respect to a legal defeasance required by clause (b) of Section 8.04 of the Base Indenture need not be delivered if all Notes not theretofore delivered to the Trustee for cancellation (i) have become due and payable or (ii) will become due and payable on the maturity date within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company.

Applicability of Certain Provisions. (a) The Notes shall be subject to Article 8 Sixteen of the Base Indenture, except that: (ai) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to reference in Section 8.03 1601 of the Base Indenture shall, in addition to Sections 4.03 and 4.06 and Article 12 of the Base Indenture, also include Sections 3.03 and 4.01 through 4.10 and Articles V and X hereof, and “obligations” shall not include Article 5 of the Base Indenturebe replaced with “Obligations”; (bii) the provisions language “(except that Holders of Notes may receive and retain Permitted Junior Securities and payments made from the trust as set forth under Article IX of the Indenture which, upon Covenant Defeasance, First Supplemental Indenture)” shall not constitute Events be inserted between “…any distribution of Default shall include Sections 6.01(c), (d), (e), (f) assets or proceeds” and (i) hereof and shall not include Sections 6.01 (c), (d) and (g“in the event of any distribution to creditors…” in Section 1602(a) of the Base Indenture; and. (cb) The provisions of Section 8.04 1602(c) of the Base Indenture shall be amended replaced in their entirety by adding the following additional conditionsfollowing: “If the Trustee or any Holder of the Notes receives a payment in respect of the Notes (except in Permitted Junior Securities or from the trust as set forth in Article IX of the First Supplemental Indenture) when: (1) the payment is prohibited by these subordination provisions, and (2) the Trustee or the Holder has actual knowledge that the payment is prohibited, then the Trustee or the Holder, as the case may be, shall hold the payment in trust for the benefit of the holders of Senior Debt of the Company and shall deliver notice thereof to the agent or representative of the holders of Senior Debt. Upon the proper written request of the agent or representative of the holders of Designated Senior Debt of the Company, or, if no such Designated Senior Debt exists, the holders of Senior Debt of the Company, the Trustee or the Holder, as the case may be, shall deliver the amounts in trust to the holders of Senior Debt of the Company or their proper representative.” (c) The provisions in Section 1603 of the Base Indenture shall be replaced in their entirety by the following: (a) The Company also may not make any payment in respect of the Notes or any distribution of assets or proceeds (except in Permitted Junior Securities or from the trust set forth under Article IX of the First Supplemental Indenture) if: (1) a payment default on Designated Senior Debt of the Company occurs and is continuing beyond any applicable grace period; or (2) any other default occurs and is continuing on any series of Designated Senior Debt of the Company that permits holders of that series of Designated Senior Debt of the Company to accelerate its maturity and the Trustee receives a Payment Blockage Notice from the Company or any agent or representative with respect to such Designated Senior Debt. (b) Payments on the Notes may and shall be resumed: (1) in the case of a payment default on Designated Senior Debt of the Company, upon the date on which such default is cured or waived; and (2) in case of a nonpayment default, upon the earlier of the date on which such default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received by the Trustee, unless the maturity of such Designated Senior Debt of the Company has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice. (d) no Default No nonpayment default that existed or Event of Default has occurred and is was continuing on the date of such deposit (other than a Default or Event delivery of Default resulting from the borrowing of funds to be applied to such deposit); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the Indenture) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver Payment Blockage Notice to the Trustee an Officers’ Certificate stating that shall be, or be made, the deposit was basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waivedless than 90 days.”

Applicability of Certain Provisions. The Notes shall be subject to Article 8 VIII of the Base Indenture, except that: (a) the portions of the Indenture from which the Company and the Guarantors shall be released upon Covenant Defeasance pursuant to Section 8.03 of the Base Indenture shall, shall in addition to Sections 4.03 and 4.06 and Article 12 XI of the Base Indenture, Indenture also include Sections 3.03 and 4.01 through 4.10 4.07 and Articles V and X hereofof this First Supplemental Indenture, and shall not include Section 4.03 and Article 5 V of the Base Indenture; (b) the provisions of the Indenture which, upon Covenant Defeasance, shall not constitute Events of Default shall include Sections 6.01(c), (d), (e), (f) and (ih) hereof of this First Supplemental Indenture and shall not include Sections 6.01 (c), (d) and (g) of the Base Indenture; and (c) Section 8.04 of the Base Indenture shall be amended by adding the following additional conditions: (d) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such depositdeposit and the grant of any lien securing such borrowing); (e) such Legal Defeasance or Covenant Defeasance will not result in a breach or violation of, or constitute a default under any material agreement or instrument (other than the IndentureIndenture and the agreements governing any other Indebtedness being defeased, discharged or replaced) to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound; (f) the Company must deliver to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of Notes over the other creditors of the Company with the intent of defeating, hindering, delaying or defrauding creditors of the Company or others; and (g) the Company must deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent relating to the Legal Defeasance or the Covenant Defeasance have been complied with or waived.”” Notwithstanding the foregoing, the Opinion of Counsel with respect to a legal defeasance required by clause (b) of Section 8.04 of the Base Indenture need not be delivered if all Notes not theretofore delivered to the Trustee for cancellation (i) have become due and payable or (ii) will become due and payable on the maturity date within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company.