Common use of Covenant Defeasance Clause in Contracts

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Section 4.03 and Sections 4.074.10 through 4.23 hereof, 4.08and the operation of clause (d) of the first paragraph of Section 5.01 hereof, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dpayment of the Notes may not be accelerated because of an Event of Default specified in clauses (d), (e), (f), (g), (h) and 6.01(e(i) hereof shall not constitute Events of DefaultSection 6.01 hereof, (but in the case of (h) and (i) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company’s failure to comply with clause (d) of the first paragraph of Section 5.01 hereof.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, (a) the Company shall, subject to and the satisfaction of the conditions set forth in Section 8.04 hereof, Subsidiary Guarantors shall be released from its their respective obligations under the covenants any covenant or provision contained in Section 405 and Sections 4.07407 through 415 and the provisions of clauses (iii), 4.08(iv) and (v) of Section 501(a) shall not apply, 4.09and (b) the occurrence of any event specified in clause (iv), 4.10(v) (with respect to Section 405 and Sections 407 through 415, 4.11inclusive), 4.12(vi), 4.13(vii), 4.15(viii) (with respect to Subsidiaries), 4.16(ix) (with respect to Subsidiaries), 4.17 and 4.18 hereof (x) or (xi) of Section 601 shall be deemed not to be or result in an Event of Default, in each case with respect to the outstanding Defeased Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants or provisions, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or provision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant or provision to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof601, but, except as specified above, the remainder of this Indenture and such Outstanding Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuer's exercise under Section 8.01 8.02 hereof of the option applicable to this Section 8.038.04, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.05 hereof, be released from its obligations under the covenants contained set forth in Article 4 hereof except for Sections 4.074.01 and 4.02 and, 4.08to the extent required by law, 4.094.04, 4.10and, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof 8.05 are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuer's exercise under Section 8.01 8.02 hereof of the option applicable to this Section 8.03 hereof8.04, subject to the satisfaction of the conditions set forth in Section 8.04 8.05 hereof, Sections 6.01(d6.01(c) through (h) hereof (but, in the case of Sections 6.01(g) and 6.01(e(h), with respect only to Significant Subsidiaries) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, (a) the Company shall, subject to and the satisfaction of the conditions set forth in Section 8.04 hereof, Subsidiary Guarantors shall be released from its their respective obligations under the covenants any covenant or provision contained in Section 405 and Sections 4.07407 through 415 and the provisions of clauses (iii), 4.08(iv) and (v) of Section 50l(a) shall not apply, 4.09and (b) the occurrence of any event specified in clause (iv), 4.10(v) (with respect to Section 405 and Sections 407 through 415, 4.11inclusive), 4.12(vi), 4.13(vii), 4.15(viii) (with respect to Subsidiaries), 4.16(ix) (with respect to Subsidiaries), 4.17 and 4.18 hereof (x) or (xi) of Section 601 shall be deemed not to be or result in an Event of Default, in each case with respect to the outstanding Defeased Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants or provisions, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or provision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant or provision to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof601, but, except as specified above, the remainder of this Indenture and such Outstanding Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 4.17, 4.18 and 4.18 4.19 hereof and clause (iv) of Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(iii) and 6.01(ethrough (vii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.03-4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, -4.15 and 4.17 hereof and 4.18 Section 5.01(a)(iv) and (b) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and the Note Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii), 6.01(iv), 6.01(v), 6.01(vi) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries), 6.01(vii) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries) and 6.01(e6.01(viii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, (a) the Company shall, subject to and the satisfaction of the conditions set forth in Section 8.04 hereof, Note Guarantors shall be released from its their respective obligations under the covenants any covenant or provision contained in Section 405 and Sections 4.07407 through 415 and the provisions of clauses (iii), 4.08(iv) and (v) of Section 501(a) shall not apply, 4.09and (b) the occurrence of any event specified in clause (iv), 4.10(v) (with respect to Section 405 and Sections 407 through 415, 4.11inclusive), 4.12(vi), 4.13(vii), 4.15(viii) (with respect to Subsidiaries), 4.16(ix) (with respect to Subsidiaries), 4.17 and 4.18 hereof (x) or (xi) of Section 601 shall be deemed not to be or result in an Event of Default, in each case with respect to the outstanding Defeased Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants or provisions, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or provision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant or provision to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof601, but, except as specified above, the remainder of this Indenture and such Outstanding Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 4 (other than those in Sections 4.074.01, 4.084.02, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.06 and 4.18 4.14) and in clauses (c) and (d) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(e) and 6.01(ethrough 6.01(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3 with respect to Securities of any series, the Company shall, with respect to such series of Securities, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.073.2 and 3.3, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes Securities of such series on and after the date the conditions set forth in Section 8.04 8.4 hereof are satisfied (hereinafter, “Covenant Defeasance”)) and each Guarantor, if applicable, shall be released from all of its obligations under its Security Guarantee with respect to such series of Securities, and the Notes Securities of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of such series (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesSecurities of such series, the Company and any Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, payment of the Securities of such series may not be accelerated because of an Event of Default specified in clauses (4) (with respect to Sections 6.01(d3.2 and 3.3), (6) and 6.01(e(7) hereof shall not constitute Events of Defaultsuch Section 6.1.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shalland each of the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its each of their obligations under the covenants contained in Sections 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.08 and 4.18 4.10 hereof and Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall and Note Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) 6.01(3), (4), and 6.01(e(7) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 402 hereof of the option applicable to this Section 8.03404, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 405 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 operation of Section 801 hereof with respect to the outstanding Notes Outstanding Securities of a series and any other covenant contained in the Board Resolution or supplemental indenture relating to such series on and after the date the conditions set forth in Section 8.04 hereof 405 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Securities of such series, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 501 hereof, but, except as specified above, the remainder of this Indenture and such Notes series of Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 402 hereof of the option applicable to this Section 8.03 404 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 405 hereof, Sections 6.01(d501(3) through 501(6) and 6.01(eSection 501(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.074.01, 4.084.02, 4.094.06, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes 4.14) on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c), 6.01(e) and 6.01(e6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.03, the Company shall7.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, (i) the Company shall be released from its obligations obligations, and each Guarantor shall be released from its obligations, in each case, under the covenants contained in Sections 4.07Article Four and Section 5.01 (except for the obligations of the Company or a Guarantor under paragraph (a) of Section 5.01 solely insofar as they relate to the Company), 4.08except as described further in clause (ii) of this sentence, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof (ii) the limitations described in clause (4) of paragraph (a) of Section 5.01 with respect to the outstanding Notes shall no longer apply, on and after the date the conditions set forth in Section 8.04 hereof 7.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act Act of the Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and each Restricted Subsidiary may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.03 hereof7.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, Sections 6.01(d6.01(3) and 6.01(ethrough (7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of this Indenture of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereofof this Indenture, be released from its their obligations under the covenants contained in Sections 4.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 4.17, 4.18 and 4.18 hereof clause (4) of Section 5.01(a) of this Indenture with respect to the outstanding Notes Notes, and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Guarantees, on and after the date the conditions set forth in Section 8.04 hereof of this Indenture are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofof this Indenture, but, except as specified above, the remainder of this Indenture Indenture, and such Notes and the Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of this Indenture of the option applicable to this Section 8.03 hereofof this Indenture, subject to the satisfaction of the conditions set forth in Section 8.04 hereofof this Indenture, an Event of Default specified in Section 6.01(3) of this Indenture that resulted solely from the failure of the Company to comply with clause (4) of Section 5.01(a), Sections 6.01(d6.01(4) (only with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(5), 6.01(6), 6.01(7), 6.01(8) (solely with respect to Significant Subsidiaries of the Company) and 6.01(e6.01(9) hereof (solely with respect to Significant Subsidiaries of the Company) of this Indenture, in each case, shall not constitute Events an Event of Default.

Covenant Defeasance. Upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes Debentures on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Debentures shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Debentures shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesDebentures, the Company Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Debentures shall be unaffected thereby. In addition, upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 4.074.08 through 4.18 hereof, 4.08and the operation of Section 5.01, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), ) and each Guarantor shall be released from all of its obligations under its Guarantee with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 8.04, payment of the Notes may not be accelerated because of an Event of Default specified in clauses (iii), (iv) (with respect to the covenants contained in Sections 4.08 through 4.18 hereof), Sections 6.01(d(v), (vi), (vii) and 6.01(e(viii) hereof shall not constitute Events of DefaultSection 6.01 (but in the case of (vii) and (viii) of Section 6.01, with respect to Significant Subsidiaries only) or because of the Company’s failure to comply with Section 5.01.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 4.14 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 4.15 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, the Company's failure to perform its obligations pursuant to Sections 6.01(d) 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 6.01(e) 4.15 hereof shall not result in an Event of Default pursuant to Section 6.01(d) hereof, nor shall Sections 6.01(e) or 6.01(f) hereof constitute Events of Default. In connection with any Covenant Defeasance, the Company may, at its option, by written notice given to the Trustee prior to the delivery to the Trustee of the Opinion of Counsel referred to in Section 8.04(c) hereof, elect that any or all of the Subsidiary Guarantees, if any, then existing will be terminated on the date the obligations set forth in Section 8.04 hereof are satisfied. If no such notice is given to the Trustee with respect to a Subsidiary Guarantee, such Subsidiary Guarantee shall remain in full force and effect following such Covenant Defeasance.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.03 hereof of the option applicable to this Section 8.038.05, each of the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.06 hereof, be released from its obligations under the covenants contained in Article IV hereof (other than those in Sections 4.074.01, 4.084.02, 4.094.06 and 4.14), 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 Article V hereof and 4.18 Section 11.03 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.03 hereof of the option applicable to this Section 8.03 8.05 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.06 hereof, Sections 6.01(d6.01(e) through 6.01(g) hereof and 6.01(e6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 relating to one or more series of Securities, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 3.09 and 4.18 5.01 hereof with respect to the outstanding Notes Securities of the applicable series on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities of the applicable series shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes the Securities of the applicable series shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes"outstanding" Securities of the applicable series, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 5 and Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(e) hereof and 6.01(eSection 6.01(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its respective obligations under the covenants contained in Article 4 (other than Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.01 and 4.18 hereof 4.04) and Section 5.01 (other than Section 5.01(a)(iii)) with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means thatthat the Issuer may, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes and any supplemental indenture shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(dthe Events of Default set forth in Section 6.01 (except those relating to clauses (a) and 6.01(eor (b) hereof or, solely with respect to the Issuer, (h) or (i) of Section 6.01) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its (i) the respective obligations of the Company and the Guarantors under (A) the covenants contained in Sections 4.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.13 (except clause (i) thereof with respect to the Company), 4.14, 4.15, 4.16, 4.17 5.01(a)(iv) and 4.18 hereof 5.01(d) and Articles 11 and 12, (B) the Subsidiary Guarantees and (C) the Security Documents, in each case shall be terminated and (ii) all Notes Liens shall be released with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or agreement, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or agreement or by reason of any reference in any such covenant or agreement to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(iv) through 6.01(viii) and 6.01(eSection 6.01(xi) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 with respect to the Notes, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections Section 4.02, Section 4.05, Section 4.06, Section 4.07, 4.08, Section 4.09, 4.10Section 5.01 and Section 5.02 of this Indenture and from the operation of Section 6.01(3) of this Indenture with respect to such covenants, 4.11Section 6.01(4) of this Indenture, 4.12, 4.13, 4.15, 4.16, 4.17 the bankruptcy provisions in Sections 6.01(5) and 4.18 hereof Section 6.01(6) of this Indenture with respect to the outstanding Notes on Subsidiary Guarantors, and after the date the conditions set forth in Section 8.04 hereof are satisfied 6.01(7) of this Indenture (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such the Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereofhereof with respect to the Notes, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Section 6.01(3) hereof (solely with respect to the covenants described in Sections 6.01(d4.02, 4.05, 4.06, 4.07, 4.09, 5.01 and 5.02), Section 6.01(4) hereof, Section 6.01(5) (solely with respect to the Subsidiary Guarantors), Section 6.01(6) hereof (solely with respect to the Subsidiary Guarantors) and 6.01(eSection 6.01(7) hereof shall not constitute Events an Event of DefaultDefault with respect to the Notes.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.17, 4.18, 4.19, 4.20, 4.21 and 4.18 4.22 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and its Subsidiaries (including the Heller Debtor Subsidiaries) may omit to comply with and shall have no liability xxxxxxity in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.074.4, 4.08, 4.09, 4.104.5, 4.11, 4.12, 4.13, 4.14, 4.15, 4.164.17, 4.17 4.18, 4.19, 4.20 and 4.18 4.21 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”), ") and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) and 6.01(ethrough 6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Section 4.03 and Sections 4.074.09 through 4.17 hereof, 4.08and the operation of clause (d) of the first paragraph of Section 5.01 hereof, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dpayment of the Notes may not be accelerated because of an Event of Default specified in clauses (d), (e), (f), (g) and 6.01(e(h) hereof shall not constitute Events of DefaultSection 6.01 hereof, (but in the case of (g) and (h) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company's failure to comply with clause (d) of the first paragraph of Section 5.01 hereof.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable provided in Section 11.01 hereof to have this Section 8.0311.03 applied to the Outstanding Securities, (i) the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under Sections 6.03 and 6.06 through 6.17, inclusive, Article 7, and any other covenants specified in or pursuant to this Indenture and (ii) the covenants contained occurrence of any event specified in Sections 4.078.01(a)(iv) (with respect to any of Sections 6.03 and 6.06 through 6.17 inclusive, 4.08and any other covenants specified in or pursuant to this Indenture) and 8.01(a)(x) shall be deemed not to be or result in an Event of Default, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof in each case with respect to the outstanding Notes Outstanding Securities of such series as provided in this Section 11.03 on and after the date the conditions set forth in Section 8.04 11.04 hereof are satisfied (hereinafter, “hereinafter called "Covenant Defeasance”"), and the Notes such Securities shall thereafter be deemed not “outstanding” to be "Outstanding" for the purposes of any direction, waiver, consent or consent, declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” "Outstanding" for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Notessuch Outstanding Securities, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof8.01(a)(iv) or 8.01(a)(x), or otherwise, as the case may be, but, except as specified above, the remainder of this Indenture and the Securities of such Notes series shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 4.15 hereof with respect to the outstanding Notes Debentures on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Debentures shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Debentures shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesDebentures, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Debentures shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, the Company's failure to perform its obligations pursuant to Sections 6.01(d) 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 6.01(e) 4.15 hereof shall not result in an Event of Default pursuant to Section 6.01(d) hereof, nor shall Sections 6.01(e) or 6.01(f) hereof constitute Events of Default. In connection with any Covenant Defeasance, the Company may, at its option, by written notice given to the Trustee prior to the delivery to the Trustee of the Opinion of Counsel referred to in Section 8.04(c) hereof, elect that any or all of the Subsidiary Guarantees, if any, then existing will be terminated on the date the obligations set forth in Section 8.04 hereof are satisfied. If no such notice is given to the Trustee with respect to a Subsidiary Guarantee, such Subsidiary Guarantee shall remain in full force and effect following such Covenant Defeasance.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of this Indenture of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereofof this Indenture, be released from its their obligations under the covenants contained in Sections 4.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 4.17, 4.18 and 4.18 hereof clause (4) of ‎Section 5.01(a) of this Indenture with respect to the outstanding Notes Notes, and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Guarantees, on and after the date the conditions set forth in Section 8.04 hereof of this Indenture are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofof this Indenture, but, except as specified above, the remainder of this Indenture Indenture, and such Notes and the Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of this Indenture of the option applicable to this Section 8.03 hereofof this Indenture, subject to the satisfaction of the conditions set forth in Section 8.04 hereofof this Indenture, an Event of Default specified in Section 6.01(3) of this Indenture that resulted solely from the failure of the Company to comply with clause (4) of Section 5.01(a), Sections 6.01(d6.01(4) (only with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(5), 6.01(6), 6.01(7), 6.01(8) (solely with respect to Significant Subsidiaries of the Company) and 6.01(e6.01(9) hereof (solely with respect to Significant Subsidiaries of the Company) of this Indenture, in each case, shall not constitute Events an Event of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.073.08, 4.084.03, 4.094.04, 4.104.05, 4.114.07 through 4.18, 4.12, 4.13, 4.15, 4.16, 4.17 Article Five and 4.18 hereof Section 10.04 with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(a)(iii) and 6.01(ethrough (vii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.074.05 and 4.09 through 4.18 hereof, 4.08and the operation of Section 5.01(a)(4) hereof, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), ) and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in clause (iii) (with respect to the covenants contained in Sections 6.01(d4.09, 4.10, 4.12 or 4.18 or Section 5.01(a)(4) hereof), (iv) (with respect to Sections 4.05, 4.11 and 4.13 through 4.17 hereof), (v), (vi), (vii), (viii) and 6.01(e(ix) hereof shall not constitute Events of Defaultsuch Section 6.01 (but in the case of (viii) and (ix) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company’s failure to comply with Section 5.01(a)(4) hereof.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.074.05, 4.084.06 and 4.08 through 4.18 hereof, 4.09and the operation of Section 5.01(d) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dpayment of the Notes may not be accelerated because of an Event of Default specified in clauses (iii) and 6.01(e(iv) hereof shall not constitute Events (with respect to the covenants contained in Sections 4.05, 4.06 and 4.08 through 4.18 hereof), (v), (vi), (vii) and (viii) (but in the case of Defaultclauses (ix) and (x) of Section 6.01 hereof, with respect to Significant Subsidiaries only).

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.074.05, 4.084.06 and 4.08 through 4.14 hereof, 4.09and the operation of Section 5.01(e) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in clauses (a)(4) (with respect to the covenants contained in Sections 6.01(d4.05, 4.06 and 4.08 through 4.15 hereof), (5), (6), (7) and 6.01(e(8) (but in the case of clauses (a) hereof shall not constitute Events (7) and (8) of DefaultSection 6.01 hereof, with respect to Significant Subsidiaries only or because of a failure of the Company to comply with Section 5.01(e)).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3 with respect to Securities of any series, the Company shall, with respect to such series of Securities, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 4.07Section 3.2 and Section 3.3, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes Securities of such series on and after the date the conditions set forth in Section 8.04 hereof 8.4 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of such series (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesSecurities of such series, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of 8.1 the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(dpayment of the Securities of such series may not be accelerated because of an Event of Default specified in Section 6.1(c) (with respect to Section 3.2 and 6.01(eSection 3.3), Section 6.1(e) hereof shall not constitute Events of Defaultor Section 6.1(f).

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.074.4, 4.08, 4.09, 4.104.5, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 4.17, 4.18, 4.19, 4.20 and 4.18 4.21 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”), ") and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) and 6.01(ethrough 6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.073.2 through 3.13, 4.083.15 (other than with respect to the Company's corporate existence), 4.093.16, 4.10and 3.17 hereof, 4.11and the operation of clause (4) of Section 4.1 hereof, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 8.4 hereof are satisfied (hereinafter, “"Covenant Defeasance”), ") and each Guarantor shall be released from all of its obligations under its Subsidiary Guarantee with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in clauses (3), (4) (with respect to the covenant contained in clause (4) of Section 4.1 hereof), (5) (with respect to Sections 6.01(d3.2 through 3.13, 3.15(other than with respect to the Company's corporate existence), 3.16, and 3.17 hereof), (6), (7) and 6.01(e(9) hereof shall not constitute Events of Defaultsuch Section 6.1 (but in the case of clause (9) of Section 6.1 hereof, with respect to Significant Subsidiaries only).

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof with respect to the outstanding Senior Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Senior Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Senior Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Senior Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Senior Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.16 and 4.17 hereof and 4.18 clause (iv) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied and the Liens on the Collateral granted under the Collateral Documents and Intercreditor Agreement will be released (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)) or thereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, the Collateral Documents or the Intercreditor Agreement, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) and 6.01(eSection 6.01(j) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its each of their obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Subsidiary Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this the Indenture and such Notes and Subsidiary Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) 6.01(3), (4), (5), (8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, (a) the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants any covenant or provision contained in Section 405, Sections 4.07407 through 415, 4.08the provisions of clauses (iii), 4.09(iv) and (v) of Section 501(a) and the provisions of clauses (iii) and (iv) of Section 501(b) shall not apply, 4.10and (b) the occurrence of any event specified in clause (iv), 4.11(v) (with respect to Section 405, 4.12Sections 407 through 415, 4.13inclusive), 4.15(vi), 4.16(vii), 4.17 and 4.18 hereof (viii) (with respect to Subsidiaries), (ix) (with respect to Subsidiaries), (x), (xi) or (xii) of Section 601 shall be deemed not to be or result in an Event of Default, in each case with respect to the outstanding Defeased Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants or provisions, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or provision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant or provision to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof601, but, except as specified above, the remainder of this Indenture and such Outstanding Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Holdings' exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company Holdings shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.074.7, 4.084.8, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.14 and 4.18 4.15 hereof with respect to the outstanding Notes Exchange Debentures on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Exchange Debentures shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Exchange Debentures shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesExchange Debentures, the Company Holdings may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes Exchange Debentures shall be unaffected thereby. In addition, upon the Company’s Holdings' exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(5) and 6.01(e6.1(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, each of the Company and the Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 4.17, 4.18, 4.19, 4.20, 4.21 and 4.18 5.01 hereof with respect to the outstanding Notes and Note Guarantee on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes and Note Guarantee shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes and Note Guarantee shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantee, the Company or any of its Subsidiaries or the Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantee shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) and 6.01(ethrough 6.01(v) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this First Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.17, 4.18 and 4.18 4.19 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “" outstanding” ' for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 4.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 4.15 hereof with respect to the outstanding Notes and the Guarantors shall be released from their obligations under Section 11.03(b) hereof in each case, on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes and the Guarantees shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any breach thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes and Guarantees shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Guarantees shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d) and 6.01(eSection 6.01(iii) hereof shall not constitute Events an Event of DefaultDefault for all purposes hereunder.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, (a) the Company shall be released from its obligations obligations, and each Guarantor shall be released from its obligations, in each case, under the covenants contained in Sections 4.07Article Four and Section 5.01 (except for the obligations of the Company or a Guarantor under paragraph (a) of Section 5.01 solely insofar as they relate to the Company), 4.08except as described further in clause (b) of this sentence, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof (b) the limitations described in clause (4) of paragraph (a) of Section 5.01 with respect to the outstanding Notes shall no longer apply, on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act Act of the Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and each Restricted Subsidiary may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) and 6.01(ethrough (7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shalland Holdings will, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.074.03, 4.08, 4.09, 4.104.10 and Article V in each case, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes of such Series on and after the date the applicable conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes of such Series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of such Notes (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of a Series, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof the failure to comply with any such covenant shall not constitute Events an Event of DefaultDefault pursuant to Section 6.01(c).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.03-4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, -4.14 and 4.17 hereof and 4.18 Section 5.01(a)(iv) and (b) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and the Note Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(iii), 6.01(a)(iv), 6.01(a)(v), 6.01(a)(vi) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries), 6.01(a)(vii) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries) and 6.01(e6.01(a)(viii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.039.03, the Company and each of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, be released from its each of their obligations under the covenants contained in Article V (other than those in Sections 4.075.01, 4.085.02, 4.095.06 and 5.14) and clause (iv) of Section 6.01(a) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 any covenant added to this Indenture subsequent to the Issue Date pursuant to Section 10.01 hereof and 4.18 hereof any covenants contained in the other Note Documents with respect to the all outstanding Notes on and after the date the conditions set forth in Section 8.04 9.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Subsidiary Guarantees, the Company and the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 7.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall and Subsidiary Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.03 hereof9.03, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, Sections 6.01(d7.01(c), (d), (e), (f), (g) and 6.01(e(j) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.074.05, 4.06, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17 4.16 and 4.18 4.25 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuers may omit to comply with with, and shall have no liability in respect of of, any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) and 6.01(ethrough 6.01(ix) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Fifth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.07 through 4.13, 4.15, 4.16, 4.17 Sections 4.15 through 4.22 and 4.18 Article 11 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes and Note Guarantees shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes and Note Guarantees shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes Securities on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, 70 document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(5) and 6.01(e6.01(8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Thirty-Sixth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Third Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 5 and in Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company or any of its Subsidiaries may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) and 6.01(ethrough (v) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 9.01 of the option applicable to this Section 8.039.03, the Company and the Company’s Restricted Subsidiaries shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof9.04, be released from its the obligations under the covenants contained in Sections 4.075.03, 4.085.04, 4.095.07, 4.105.08, 4.115.09, 4.125.10, 4.135.11, 4.155.12, 4.165.13 (except as such Section relates to the Company preserving its corporate existence), 4.17 5.14, 5.15, 5.17, 5.18, 5.20, 5.21 and 4.18 hereof 5.22 with respect to the outstanding Notes on and after the date all the conditions set forth in Section 8.04 hereof 9.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and its Restricted Subsidiaries may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof7.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 9.01 of the option applicable to this Section 8.03 hereof9.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof9.04, Sections 6.01(d7.01(c) and 6.01(ethrough Section 7.01(h) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Thirty-Seventh Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 12.01 hereof of the option applicable to this Section 8.0312.03, the Company shalland the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 12.04 hereof, be released from its each of their obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.13 and 4.18 hereof 4.15 with respect to the outstanding Notes of any particular series on and after the date the conditions set forth in Section 8.04 12.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of any particular series of Notes (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall and Note Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 12.01 hereof of the option applicable to this Section 8.03 hereof12.03, subject to the satisfaction of the conditions set forth in Section 8.04 12.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 4 hereof (other than those in Sections 4.074.01, 4.084.02, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.06 and 4.18 4.14 hereof) and in clause (d) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default with respect to the Notes under Section 501 of the Original Indenture (as amended by Section 6.01 hereofof this First Supplemental Indenture), but, except as specified above, the remainder of this the Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d501(5) and 6.01(ethrough 501(7) hereof of the Original Indenture (as amended by Section 6.01 of this First Supplemental Indenture) shall not constitute Events of DefaultDefault with respect to the Notes. If the Company exercises its Covenant Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee and any security for the Notes (other than the trust) will be released.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 14.01 hereof of the option applicable to this Section 8.0314.03, the Company shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 14.04 hereof, be released deemed to have discharged from its obligations under the covenants contained in Sections 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.10 and 4.18 Article XI hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 14.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders holders (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 14.01 hereof of the option applicable to this Section 8.03 14.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 14.04 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(d6.01(c) and 6.01(e) hereof shall not constitute Events of Default6.01(d).

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) and 6.01(ethrough 6.01(g) hereof shall not no longer constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.164.17, 4.17 4.18 and 4.18 hereof 4.19 hereof, and the operation of Section 5.01(a)(iv), with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”)) and each Guarantor, if any, shall be released from all of its obligations under its Subsidiary Guaranty with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 8.04, payment of the Notes may not be accelerated because of an Event of Default specified in clause (c) (with respect to the covenant contained in Section 5.01(a)(iv) hereof), clause (d) (with respect to the covenants contained in Section 4.09, 4.10, 4.12 and 4.17 hereof), clause (f)(with respect to the covenants contained in Sections 6.01(d4.11, 4.13, 4.14, 4.15, 4.18 and 4.19 hereof), and clauses (g), (h), (i) and 6.01(e(j) hereof shall not constitute Events (but in the case of Default(i) and (j) of Section 6.01, with respect to Significant Subsidiaries only).

Covenant Defeasance. Upon the Company’s Holding's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Holding shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.16 and 4.18 5.01 hereof with respect to the outstanding Notes Debentures on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”), ") and the Notes Debentures shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Debentures shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesDebentures, the Company Holding may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Debentures shall be unaffected thereby. In addition, upon the Company’s Holding's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Twenty-Sixth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Thirty-Fifth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.124.14, 4.13, 4.15, 4.16, 4.17 4.15 and 4.18 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) 6.01(4), (5), (8) and 6.01(e(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 Sections 4.15 through 4.19 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 with respect to the Notes, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes 4.13 of this Indenture on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such the Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and its Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such the Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereofwith respect to the Notes, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(c) (only with respect to defeased covenants hereunder), 6.01(d) and 6.01(e) hereof shall not constitute Events of DefaultDefault with respect to such Notes. In the event that the Company terminates certain obligations under the Notes and this Indenture by exercising the Covenant Defeasance option, the obligations of each Subsidiary Guarantor under its Guarantee of such Notes shall be terminated simultaneously with the termination of such obligations.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.17, 4.19 and 4.18 Article Five hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(c), 6.01(d), 6.01(e), 6.01(f), 6.01(i), 6.01(j) and 6.01(e6.01(k) hereof shall not constitute Events of Default.. 44

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 1101 of the option applicable to this Section 8.031103, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from may terminate (a) its obligations under the covenants any covenant contained in Sections 4.07701 through 704, 4.08except Section 703(a), 4.09and (b) the operation of Section 401(v), 4.10Section 401(vi) (with respect only to Significant Subsidiaries), 4.11Section 401(vii) (with respect only to Significant Subsidiaries), 4.12and Section 401(viii), 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes Outstanding Securities on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder under the Indenture (it being understood that such Notes shall Securities will not be deemed outstanding for accounting purposes). If the Company exercises its Covenant Defeasance option, payment of the Securities may not be accelerated because of an Event of Default specified under Section 401(iv), (v), (vi) (with respect only to Significant Subsidiaries), (vii) (with respect only to Significant Subsidiaries), or (viii). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Securities, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein in the Indenture to any such covenant or by reason of any reference in any such covenant to any other provision herein therein or in any other document, document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 hereof401(iv), but, except as specified above, the remainder of this the Indenture and such Notes Securities shall be unaffected thereby. In addition, upon This Section 1103 shall be applicable with respect to the Company’s exercise under Securities in lieu of Section 8.01 hereof 1503 of the option applicable to this Section 8.03 hereof, subject to Original Indenture (which shall be of no force and effect for the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(e) hereof shall not constitute Events of DefaultSecurities).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its each of their obligations under the covenants contained in Sections Section 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 Section 4.09 and 4.18 Section 4.10 hereof with respect to the outstanding Notes of a Series on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall of such Series will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall of such Series will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of a Series and Subsidiary Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 6.01(a) hereof, but, except as specified above, the remainder of this the Indenture and such Notes of such Series and Subsidiary Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dSection 6.01(a)(3), (4), (5) and 6.01(e) (8) hereof shall not constitute Events of Default.

Covenant Defeasance. (a) Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Company, the Restricted Subsidiaries and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Sections 3.09, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof clause (4) of Section 5.01(a) with respect to the outstanding Notes Notes, and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Note Guarantees in relation thereto, on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the such Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of such Notes (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(a)(3) (solely with respect to the failure of the Company to comply with Section 5.01(a)(4)), 6.01(a)(4) (solely with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(a)(5) (solely with respect to covenants that are released as a result of such covenant Defeasance), 6.01(a)(6), 6.01(a)(7), 6.01(a)(8) (solely with respect to Significant Subsidiaries or a group of Restricted Subsidiaries of the Company that, taken together would constitute a Significant Subsidiary) and 6.01(e) hereof 6.01(a)(9), in each case, shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Thirty-Ninth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iv) and 6.01(ethrough 6.01(vi) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.164.18 and 5.01(b) and clauses (4), 4.17 (5) and 4.18 hereof (7) of Section 5.01(a) with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d(x) the events described in Section 6.01(a)(7), 6.01(a)(8) (with respect only -109- to Significant Subsidiaries or any group of Restricted Subsidiaries that taken together would constitute a Significant Subsidiary), 6.01(a)(9) (with respect only to Significant Subsidiaries or any group of Restricted Subsidiaries that taken together would constitute a Significant Subsidiary), and 6.01(e6.01(a)(10) hereof shall not constitute Events of DefaultDefault and (y) no Declaration may be made in respect of an Event of Default under Sections 6.01(a)(3) (with respect to any Subsidiary Guarantor), 6.01(a)(4), 6.01(a)(5), 6.01(a)(6), 6.01(a)(11) or 6.01(a)(12).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its each of their obligations under the covenants contained in Sections 4.073.09, 4.084.03, 4.09and 4.05 and Sections 4.07 through and including 4.20 hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants Sections, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSections, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Sections or by reason of any reference in any such covenant Sections to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofhereof or otherwise constitute a default under this Indenture, but, except as specified aboveabove and in the immediately following sentence, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) 6.01(3), (4), (5), (6), (7), (8) and 6.01(e(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 4 (other those in Sections 4.074.01, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.02 and 4.18 4.06) and in Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Subsidiary Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Subsidiary Guarantees shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(6) and 6.01(ethrough 6.01(8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company or its Subsidiaries may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(i) and 6.01(ethrough 6.01(a)(vii) hereof shall not constitute Events of Default."

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.03, the Company shall7.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, (i) the Company shall be released from its obligations obligations, and each Guarantor shall be released from its obligations, in each case, under the covenants contained in Sections 4.07Article Four and Section 5.01 (except for the obligations of the Company or a Guarantor under paragraph (a) of Section 5.01 solely insofar as they relate to the Company, 4.08except as described further in clause (ii) of this sentence), 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof (ii) the limitations described in clause (4) of paragraph (a) of Section 5.01 with respect to the outstanding Notes shall no longer apply, on and after the date the conditions set forth in Section 8.04 hereof 7.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act Act of the Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and each Restricted Subsidiary may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.03 hereof7.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, Sections 6.01(dSection 6.01(3) and 6.01(ethrough (7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”'COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(e) through 6.01(f) and 6.01(eSection 6.01(h) and 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14 (except with respect to the obligation to maintain the corporate existence of the Company), 4.15, 4.16, 4.17 4.17, 4.18, 4.19, 4.20, and 4.18 4.21 hereof and clause (4) of clause (ii) and the penultimate sentence of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply not including non-payment, bankruptcy, receivership, rehabilitation and insolvency events shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) and 6.01(ethrough 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.074.05, 4.084.06 and 4.08 through 4.18 hereof, 4.09and the operation of Section 5.01(d) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dpayment of the Notes may not be accelerated because of an Event of Default specified in clauses (iii) and 6.01(e(iv) hereof shall not constitute Events (with respect to the covenants contained in Sections 4.05, 4.06 and 4.08 through 4.18 hereof), (v), (vi), (vii) and (viii) (but in the case of Defaultclauses (ix) and (x) of Section 6.01 hereof, with respect to Significant Subsidiaries only).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 4.074.03 through 4.05, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.07 through 4.15 and 4.17 hereof and 4.18 Section 5.01(a)(iv) and (b) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and the Note Guarantees, the Company and the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii), 6.01(iv), 6.01(v), 6.01(vi) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries), 6.01(vii) (solely with respect to Restricted Subsidiaries that are Significant Subsidiaries) and 6.01(e6.01(viii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, each of the Company and its Restricted Subsidiaries shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Section 3.10, Section 4.03, Sections 4.074.08 through 4.21 and Sections 4.23 through 4.27 hereof, 4.08and the operation of Section 5.01 hereof, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), ) and each Guarantor shall be released from all of its obligations under its Note Guarantee with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(h) and 6.01(eSections 6.01(k) through 6.01(p) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 4 hereof (other than those in Sections 4.074.01, 4.084.02, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.06 and 4.18 4.14 hereof) and in clause (d) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default with respect to the Notes under Section 501 of the Original Indenture (as amended by Section 6.01 hereofof this Fifth Supplemental Indenture), but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(5) and 6.01(ethrough 6.01(7) hereof of this Fifth Supplemental Indenture shall not constitute Events of DefaultDefault with respect to the Notes. If the Company exercises its Covenant Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee and any security for the Notes (other than the trust) will be released.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the above option applicable to this Section 8.03section with respect to any Notes of such series, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under Sections 801 and 802 of the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 Indenture and 4.18 hereof its obligations under each and every covenant (other than Section 1001 of the Indenture but including Section 1.7 hereof) with respect to the outstanding such Outstanding Notes of such series on and after the date the conditions set forth in Section 8.04 hereof 1.9(d) are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the such Notes of such series shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Notessuch Outstanding Notes of such series, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant or provision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant or provision to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 hereof501 of the Indenture or otherwise, as the case may be, but, except as specified above, the remainder of this Indenture and such Notes of such series shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 1.9(a) hereof of the option applicable to this Section 8.03 hereof1.9(c), subject to the satisfaction of the conditions set forth in Section 8.04 1.9(d) hereof, Sections 6.01(dSection 501(4) of the Indenture (solely with respect to the covenants that are released upon a covenant defeasance), clause (5) of Section 1.8 hereof, and clauses (6) and 6.01(e(7) of Section 1.8 hereof (solely with respect to Significant Subsidiaries) shall not constitute Events of DefaultDefault under the Indenture.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.074.3, 4.084.4, 4.094.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17 4.15 and 4.18 4.16 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(5) and 6.01(ethrough 6.1(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 4.073.9, 4.083.10, 4.094.5, 4.104.7 through 4.12 and 4.14 through 4.21 hereof, 4.11both inclusive, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.18 hereof Section 5.1(iv) and (v) with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, above the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) and 6.01(ethrough 6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.03, 4.04, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.09 and 4.18 4.10 hereof and Section 5.01(a) hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Nineteenth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) and 6.01(e6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 4 hereof (other than those in Sections 4.074.01, 4.084.02, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 4.06 and 4.18 4.14 hereof) and in clause (d) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default with respect to the Notes under Section 6.01 hereof501 of the Original Indenture, but, except as specified above, the remainder of this the Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d501(5) and 6.01(ethrough 501(7) hereof of the Original Indenture shall not constitute Events of DefaultDefault with respect to the Notes. If the Company exercises its Covenant Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee and any security for the Notes (other than the trust) will be released.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.16 and 4.17 and 4.18 hereof with respect to the outstanding Senior Notes on and after the date the conditions set forth in Section 8.04 hereof below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Senior Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Senior Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Senior Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Senior Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) and 6.01(ethrough 6.01(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.124.13, 4.134.14, 4.15, 4.16, 4.17 and 4.18 hereof Section 5.01 with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document, document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(h), except for Sections 6.01(g) and 6.01(e6.01(h) hereof with respect to the Company (but not with respect to any Restricted Subsidiary) shall not constitute Events of Default.