Common use of Covenant Suspension Event Clause in Contracts

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "Covenant Suspension Event"), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "Suspended Covenants"). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "Reversion Date") one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "Suspension Period." In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation. (b) The Company shall provide an Officers' Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date Closing Date, (i) the Notes Loans have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Agreement will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof suspended (collectively, the "“Suspended Covenants"”): (i) Section 2.06(b) and (c) (Asset Sales). ; (ii) Section 6.03 (Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock); (iii) Section 6.04 (Limitation on Restricted Payments); (iv) Section 6.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (v) Section 6.06(a)(iv), (d) and (e) (Merger, Consolidation; Sale of Assets); (vi) Section 6.07 (Transactions with Affiliates); and (vii) Section 6.09 (Future Guarantors). (b) In the event that the Company and its Parent, the Company, the Restricted Subsidiaries and the Other Guarantors are not subject to the Suspended Covenants under this Indenture Agreement for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes Loans below an Investment Grade Rating, then the Company and its Parent, the Company, the Restricted Subsidiaries and the Other Guarantors will thereafter again be subject to the Suspended Covenants under this Indenture Agreement with respect to future eventsevents from any such Reversion Date until the Maturity Date unless there is a subsequent Suspension Period. The period of time between the occurrence of a any Covenant Suspension Event and the any Reversion Date is referred to in this description as the "“Suspension Period." In ” (c) On each Reversion Date, all Indebtedness incurred, or Disqualified Stock or Preferred Stock issued, during the event of any Suspension Period will be classified as having been incurred or issued pursuant to Section 6.03(a) or (b) (to the extent such reinstatementIndebtedness, no action taken Disqualified Stock or omitted Preferred Stock would be permitted to be taken by incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness, Disqualified Stock or Preferred Stock would not be so permitted to be incurred or issued pursuant to Section 6.03(a) or (b), such Indebtedness, Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Closing Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 6.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 6.04 will be calculated made as though Section 4.07 hereof 6.04 had been in effect since the Issue Closing Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a6.04(a). No Subsidiary Default or Event of Default will be deemed to have occurred on the Reversion Date as a result of any actions taken by the Parent, the Company, its Restricted Subsidiaries or the Other Guarantors during the Suspension Period. Within 30 days of such Reversion Date, the Borrowers must comply with the terms of Section 6.09. (d) Notwithstanding that the Suspended Covenants may be designated as an Unrestricted Subsidiary reinstated, the failure to comply with the Suspended Covenants during the Suspension Period unless the Company would have been permitted to designate such Subsidiary (including any action taken or omitted to be an Unrestricted Subsidiary if a taken with respect thereto) or after the Suspension Period had not been in effect at the time of such designation. (b) The Company shall provide an Officers' Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such based solely on events have occurred, (ii) make any determination regarding the impact of actions taken that occurred during the Suspension Period will not give rise to a Default or Event of Default under this Agreement. In addition, the Parent, the Company, the Restricted Subsidiaries and the Other Guarantors shall be entitled to honor any contractual commitments during a Suspension Period following a Reversion Date and so doing shall not constitute a Default or Event of Default under any of the provisions that were Suspended Covenants prior to such reinstatement; provided that such contractual commitments were entered into during the Suspension Period and not in contemplation of a reversion of the Suspended Covenants. (e) For purposes of Section 2.06(b) on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date, any unutilized Excess Proceeds amount will be reset to zero.

Covenant Suspension Event. (a) If on any date following the Issue Date Date, (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture continuing, then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Indenture will not no longer be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof applicable (collectively, the "“Suspended Covenants"”): (1) Section 4.03 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock); (2) Section 4.04 (Limitation on Restricted Payments); (3) Section 4.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (4) Section 4.06 (Asset Sales); (5) Section 4.07 (Transactions with Affiliates); (6) Section 4.11 (Future Guarantors); (7) Section 4.16 (After-Acquired Property); and (8) Section 5.01(a)(iv) (Merger, Amalgamation, Consolidation or Sale of All or Substantially All Assets). In the event that the Company Holdings and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." In ” Table of Contents On each Reversion Date, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the event Suspension Period will be classified as having been Incurred or issued pursuant to Sections 4.03(a) or one of any the clauses set forth in Section 4.03(b) (to the extent such reinstatement, no action taken Indebtedness or omitted Disqualified Stock or Preferred Stock would be permitted to be taken by Incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness Incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be Incurred or issued pursuant to Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Issue Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 4.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 4.04 will be calculated made as though Section 4.07 hereof 4.04 had been in effect since the Issue Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a4.04(a). No Subsidiary may Default or Event of Default will be designated deemed to have occurred on the Reversion Date as an Unrestricted Subsidiary a result of any actions taken by Holdings or its Restricted Subsidiaries during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time Period. Within 30 days of such designation. (b) Reversion Date, Holdings must comply with the terms of Section 4.11. For purposes of Section 4.06, on the Reversion Date, the unutilized Excess Proceeds amount will be reset to zero. The Company Issuers shall provide an Officers' Certificate to the Trustee indicating the occurrence with written notice of any each Covenant Suspension Event or Reversion DateDate within five Business Days of the occurrence thereof. The Trustee will shall have no obligation duty to (i) independently determine monitor or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify provide notice to the holders of Notes of any such Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date Date, (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture continuing, then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Indenture will not no longer be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof applicable (collectively, the "“Suspended Covenants"”): (1) Section 4.03 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock); (2) Section 4.04 (Limitation on Restricted Payments); (3) Section 4.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (4) Section 4.06 (Asset Sales); (5) Section 4.07 (Transactions with Affiliates); (6) Section 4.11 (Future Guarantors); (7) Section 4.16 (After-Acquired Property); and (8) Section 5.01(a)(iv) (Merger, Amalgamation, Consolidation or Sale of All or Substantially All Assets). In the event that the Company Holdings and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." In ” On each Reversion Date, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the event Suspension Period will be classified as having been Incurred or issued pursuant to Sections 4.03(a) or one of any the clauses set forth in Section 4.03(b) (to the extent such reinstatement, no action taken Indebtedness or omitted Disqualified Stock or Preferred Stock would be permitted to be taken by Incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness Incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be Incurred or issued pursuant to Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Issue Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 4.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 4.04 will be calculated made as though Section 4.07 hereof 4.04 had been in effect since the Issue Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a4.04(a). No Subsidiary may Default or Event of Default will be designated deemed to have occurred on the Reversion Date as an Unrestricted Subsidiary a result of any actions taken by Holdings or its Restricted Subsidiaries during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time Period. Within 30 days of such designation. (b) Reversion Date, Holdings must comply with the terms of Section 4.11. For purposes of Section 4.06, on the Reversion Date, the unutilized Excess Proceeds amount will be reset to zero. The Company Issuers shall provide an Officers' Certificate to the Trustee indicating the occurrence with written notice of any each Covenant Suspension Event or Reversion DateDate within five Business Days of the occurrence thereof. The Trustee will shall have no obligation duty to (i) independently determine monitor or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify provide notice to the holders of Notes of any such Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date Date, (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture continuing, then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Indenture will not no longer be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof applicable (collectively, the "“Suspended Covenants"”): (1) Section 4.03 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock); (2) Section 4.04 (Limitation on Restricted Payments); (3) Section 4.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (4) Section 4.06 (Asset Sales); (5) Section 4.07 (Transactions with Affiliates); (6) Section 4.10 (Future Guarantors); (7) Section 4.15 (After-Acquired Property); and (8) Section 5.01(a)(iv) (Merger, Amalgamation, Consolidation or Sale of All or Substantially All Assets). In the event that the Company Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." In ” On each Reversion Date, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the event Suspension Period will be classified as having been Incurred or issued pursuant to Sections 4.03(a) or one of any the clauses set forth in Section 4.03(b) (to the extent such reinstatement, no action taken Indebtedness or omitted Disqualified Stock or Preferred Stock would be permitted to be taken by Incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness Incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be Incurred or issued pursuant to Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Issue Date, so that it is classified as permitted under Section 4.03(b)(iii). Calculations made after the Reversion Date of Default under this Indenture with respect the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 4.04 will be calculated made as though Section 4.07 hereof 4.04 had been in effect since the Issue Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a4.04(a). No Subsidiary may Default or Event of Default will be designated deemed to have occurred on the Reversion Date as an Unrestricted Subsidiary a result of any actions taken by the Issuer or its Restricted Subsidiaries during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time Period. Within 30 days of such designation. (b) Reversion Date, the Issuer must comply with the terms of Section 4.10. For purposes of Section 4.06, on the Reversion Date, the unutilized Excess Proceeds amount will be reset to zero. The Company Issuer shall provide an Officers' Certificate to the Trustee indicating the occurrence with written notice of any each Covenant Suspension Event or Reversion DateDate within five Business Days of the occurrence thereof. The Trustee will shall have no obligation duty to (i) independently determine monitor or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify provide notice to the holders of Notes of any such Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date Effective Date, (i) the Notes Loans have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Agreement will not no longer be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof applicable (collectively, the "“Suspended Covenants"”): (1) Section 6.03 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock). ; (2) Section 6.04 (Limitation on Restricted Payments); (3) Section 6.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (4) Section 6.06 (Asset Sales); (5) Section 6.07 (Transactions with Affiliates); (6) clause (iv) of the first paragraph of Section 5.01 (Merger, Amalgamation, Consolidation or Sale of All or Substantially All Assets); and (7) Section 6.09 (Future Guarantors). (b) In the event that the Company Borrower and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture Agreement for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes Loans below an Investment Grade Rating, then the Company Borrower and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture Agreement with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." In ” (c) On each Reversion Date, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the event Suspension Period will be classified as having been Incurred or issued pursuant to Section 6.03(a) or one of any the clauses set forth in Section 6.03(b) (to the extent such reinstatement, no action taken Indebtedness or omitted Disqualified Stock or Preferred Stock would be permitted to be taken by Incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness Incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be Incurred or issued pursuant to Section 6.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Effective Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 6.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 6.04 will be calculated made as though Section 4.07 hereof 6.04 had been in effect since the Issue Effective Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a6.04(a). No Subsidiary may Default or Event of Default will be designated deemed to have occurred on the Reversion Date as an Unrestricted Subsidiary a result of any actions taken by the Borrower or its Restricted Subsidiaries during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time Period. Within 30 days of such designationReversion Date, the Borrower must comply with the terms of Section 6.09. (bd) The Company shall provide an Officers' Certificate to For purposes of Section 6.06 on the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee , the unutilized Excess Proceeds amount will have no obligation be reset to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Datezero.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have an Investment Grade Ratings Rating from both any two Rating AgenciesAgencies (“Investment Grade Status”), and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on that date (the occurrence of the events described in the foregoing clauses (i“Covenant Suspension Date”) and continuing until the Reversion Date (ii) being collectively referred to as a "Covenant Suspension Event"defined below), the Company and its Restricted Subsidiaries will not be subject to the provisions of Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 4.11 and 4.15 hereof of this Indenture (collectively, the "“Suspended Covenants"”). In If at any time the Notes cease to have such Investment Grade Status, then the Suspended Covenants will thereafter be reinstated on such date (the “Reversion Date”) as if such covenants had never been suspended and be applicable pursuant to the terms of this Indenture (including in connection with performing any calculation or assessment to determine compliance with the terms of this Indenture), unless and until the Notes subsequently attain Investment Grade Status (in which event the Suspended Covenants shall no longer be in effect for such time that the Company and its Restricted Subsidiaries are not subject Notes maintain Investment Grade Status); provided, however, that no Default, Event of Default or breach of any kind shall be deemed to exist under this Indenture, the Notes or the Note Guarantees with respect to the Suspended Covenants under this Indenture for any period of time as a result based on, and none of the foregoingCompany or any of its Subsidiaries shall bear any liability for, and on any subsequent date actions taken or events occurring during the Suspension Period (as defined below), or any actions taken at any time pursuant to any contractual obligation arising prior to the "Reversion Date") one , regardless of whether such actions or both events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Additionally, upon the achievement of the Rating Agencies withdraw their Investment Grade Rating or downgrade Status, the rating assigned Excess Proceeds from any Asset Sales shall be reset to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future eventszero. The period of time between the occurrence date of a Covenant Suspension Event suspension of the covenants and the Reversion Date is referred to in this description as the "“Suspension Period." In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout ” During the Suspension Period, no Restricted Subsidiary may be designated as an Unrestricted Subsidiary. AccordinglyOn the Reversion Date, all Debt Incurred during the Suspension Period will be deemed to have been outstanding on the Issue Date, so that it is classified as Permitted Debt under clause (4) of the definition thereof. On and after the Reversion Date, all Liens created during the Suspension Period will be considered Permitted Liens permitted under clause (1) of the definition thereof. For purposes of calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.07 hereof. Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a)) hereof. No Subsidiary may For purposes of determining compliance with the covenant described under Section 4.10 hereof, on the Reversion Date, the amount of Excess Proceeds and any other proceeds from all Asset Sales not applied in accordance with such covenant shall be designated as deemed to be reset to zero. Further, any Affiliate Transaction after the Reversion Date pursuant to an Unrestricted Subsidiary agreement entered into during the any Suspension Period unless shall be deemed to be permitted pursuant to clause (9) of Section 4.11(b) hereof. Additionally, any encumbrance or restriction on the Company would have been permitted to designate such ability of any Restricted Subsidiary to be an Unrestricted Subsidiary if a take any action described in clauses (i) through (iii) of Section 4.08(a) hereof that becomes effective during any Suspension Period had not been in effect at the time shall be deemed to be permitted pursuant to clause (1) of such designationSection 4.08(b) hereof. (b) The Company shall provide an Officers' Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurredIn addition, (ii) make any determination regarding the impact of actions taken during the Suspension Period on any future obligation to grant further Note Guarantees shall be released. All such further obligation to grant Note Guarantees shall be reinstated upon the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date. (c) The Company will provide the Trustee with written notice of such Covenant Suspension Date or a Reversion Date. In the absence of such notice, the Trustee shall assume that no such Covenant Suspension Date or Reversion Date (as applicable) has occurred.

Covenant Suspension Event. (a) If on any date following the Issue Date Date, (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture continuing, then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Indenture will not no longer be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof applicable (collectively, the "“Suspended Covenants"”): (1) Section 4.03 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock); (2) Section 4.04 (Limitation on Restricted Payments); (3) Section 4.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (4) Section 4.06 (Asset Sales); (5) Section 4.07 (Transactions with Affiliates); (6) Section 4.10 (Excess Cash Flow Offer); (7) Section 4.11 (Future Guarantors); (8) Section 4.16 (After-Acquired Property); and (9) Section 5.01(a)(iv) (Merger, Amalgamation, Consolidation or Sale of All or Substantially All Assets). In the event that the Company Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." In ” On each Reversion Date, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the event Suspension Period will be classified as having been Incurred or issued pursuant to Sections 4.03(a) or one of any the clauses set forth in Section 4.03(b) (to the extent such reinstatement, no action taken Indebtedness or omitted Disqualified Stock or Preferred Stock would be permitted to be taken by Incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness Incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be Incurred or issued pursuant to Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the Issue Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 4.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 4.04 will be calculated made as though Section 4.07 hereof 4.04 had been in effect since the Issue Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a4.04(a). No Subsidiary may Default or Event of Default will be designated deemed to have occurred on the Reversion Date as an Unrestricted Subsidiary a result of any actions taken by the Issuer or its Restricted Subsidiaries during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time Period. Within 30 days of such designation. (b) Reversion Date, the Issuer must comply with the terms of Section 4.11. For purposes of Section 4.06, on the Reversion Date, the unutilized Excess Proceeds amount will be reset to zero. The Company Issuer shall provide an Officers' Certificate to the Trustee indicating the occurrence with written notice of any each Covenant Suspension Event or Reversion DateDate within five Business Days of the occurrence thereof. The Trustee will shall have no obligation duty to (i) independently determine monitor or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify provide notice to the holders of Notes of any such Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "“Suspended Covenants"”). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." ” In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation. (b) The Company shall provide an Officers' ’ Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's ’s and its Subsidiaries' ’ future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”) and continuing until any Reversion Date (as defined below), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 4.10 and 4.15 4.11 hereof (collectively, the "“Suspended Covenants"”). . (b) In the event that the Company Issuer and its the Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. . (c) The period of time between (and including) the occurrence date of a the Covenant Suspension Event and the Reversion Date (but excluding the Reversion Date) is referred to in this description as the "“Suspension Period." ” In the event of any such reinstatement, no action taken or omitted to be taken by the Company Issuer or any of its the Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to the Notes. With ; provided that (1) with respect to Restricted Payments made on or after any such reinstatementthe Reversion Date, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Dateprior to, as specified in Section 4.07) and throughout but not during the Suspension Period. Accordingly, Restricted Payments made (2) all Debt Incurred during the Suspension Period will reduce be classified to have been incurred or issued pursuant to clause (b) of the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may definition of “Permitted Debt”, (3) no Subsidiaries shall be designated as Unrestricted Subsidiaries during any Suspension Period, (4) any Affiliate Transaction entered into after the Reversion Date pursuant to an Unrestricted agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to Section 4.11(b)(12) hereof and (5) any encumbrance or restriction on the ability of any Restricted Subsidiary to take any action described in Section 4.08 that becomes effective during any Suspension Period shall be deemed to be permitted pursuant to Section 4.08(b)(1) hereof. (d) Notwithstanding that the Suspended Covenants may be reinstated after the Reversion Date, (1) no Default or Event of Default will be deemed to exist or have occurred as a result of any failure by the Issuer or any of the Restricted Subsidiaries to comply with the Suspended Covenants during any Suspension Period (or, upon termination of the Suspension Period, as a result of any action taken or event that occurred during the Suspension Period unless Period), and (2) following a Reversion Date the Company would have been permitted Issuer and each Restricted Subsidiary will be permitted, without causing a Default or Event of Default, to designate such Subsidiary to be an Unrestricted Subsidiary if a honor, comply with or otherwise perform any contractual commitments or obligations arising during any Suspension Period had not been in effect at and to consummate the time of such designationtransactions contemplated thereby. (be) The Company shall provide an Officers' Certificate written notice to the Trustee indicating and the Holders upon the occurrence of a Covenant Suspension Event or a Reversion Date. The Trustee shall have no duty to monitor the ratings of the Notes, shall not be deemed to have any knowledge of the ratings of the Notes and shall have no duty to notify Holders of the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date.

Covenant Suspension Event. (a) If on any date following the Issue Date Repricing Effective Date, (i) the Notes Loans have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture then, beginning on that day (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries following provisions of this Agreement will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof suspended (collectively, the "“Suspended Covenants"”): (i) Section 2.06(b) and (c) (Asset Sales). ; (ii) Section 6.03 (Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock); (iii) Section 6.04 (Limitation on Restricted Payments); (iv) Section 6.05 (Dividend and Other Payment Restrictions Affecting Subsidiaries); (v) Section 6.06(a)(iv), (d) and (e) (Merger, Consolidation; Sale of Assets); (vi) Section 6.07 (Transactions with Affiliates); and (vii) Section 6.09 (Future Guarantors). (b) In the event that the Company and its Parent, the Company, the Restricted Subsidiaries and the Other Guarantors are not subject to the Suspended Covenants under this Indenture Agreement for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes Loans below an Investment Grade Rating, then the Company and its Parent, the Company, the Restricted Subsidiaries and the Other Guarantors will thereafter again be subject to the Suspended Covenants under this Indenture Agreement with respect to future eventsevents from any such Reversion Date until the Maturity Date unless there is a subsequent Suspension Period. The period of time between the occurrence of a any Covenant Suspension Event and the any Reversion Date is referred to in this description as the "“Suspension Period." In ” (c) On each Reversion Date, all Indebtedness incurred, or Disqualified Stock or Preferred Stock issued, during the event of any Suspension Period will be classified as having been incurred or issued pursuant to Section 6.03(a) or (b) (to the extent such reinstatementIndebtedness, no action taken Disqualified Stock or omitted Preferred Stock would be permitted to be taken by incurred or issued thereunder as of the Company Reversion Date and after giving effect to Indebtedness incurred or any of its Restricted Subsidiaries issued prior to the Suspension Period and outstanding on the Reversion Date). To the extent such reinstatement Indebtedness, Disqualified Stock or Preferred Stock would not be so permitted to be incurred or issued pursuant to Section 6.03(a) or (b), such Indebtedness, Disqualified Stock or Preferred Stock will give rise be deemed to a Default or Event have been outstanding on the STLA Closing Date, so that it is classified as permitted under clause (iii) of Default under this Indenture with respect Section 6.03(b). Calculations made after the Reversion Date of the amount available to Notes. With respect to be made as Restricted Payments made after any such reinstatement, the amount of Restricted Payments made under Section 6.04 will be calculated made as though Section 4.07 hereof 6.04 had been in effect since the Issue STLA Closing Date (or the Start Dateand prior to, as specified in Section 4.07) and throughout but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a6.04(a). No Subsidiary Default or Event of Default will be deemed to have occurred on the Reversion Date as a result of any actions taken by the Parent, the Company, its Restricted Subsidiaries or the Other Guarantors during the Suspension Period. Within 30 days of such Reversion Date, the Borrowers must comply with the terms of Section 6.09. (d) Notwithstanding that the Suspended Covenants may be designated as an Unrestricted Subsidiary reinstated, the failure to comply with the Suspended Covenants during the Suspension Period unless the Company would have been permitted to designate such Subsidiary (including any action taken or omitted to be an Unrestricted Subsidiary if a taken with respect thereto) or after the Suspension Period had not been in effect at the time of such designation. (b) The Company shall provide an Officers' Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such based solely on events have occurred, (ii) make any determination regarding the impact of actions taken that occurred during the Suspension Period will not give rise to a Default or Event of Default under this Agreement. In addition, the Parent, the Company, the Restricted Subsidiaries and the Other Guarantors shall be entitled to honor any contractual commitments during a Suspension Period following a Reversion Date and so doing shall not constitute a Default or Event of Default under any of the provisions that were Suspended Covenants prior to such reinstatement; provided that such contractual commitments were entered into during the Suspension Period and not in contemplation of a reversion of the Suspended Covenants. (e) For purposes of Section 2.06(b) on the Company's and its Subsidiaries' future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date, any unutilized Excess Proceeds amount will be reset to zero.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "“Suspended Covenants"”). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." ” In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation. (b) The Company shall provide an Officers' ’ Certificate to the Trustee indicating the occurrence of any Covenant Suspension Event or Reversion Date. The Trustee will have no obligation to (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the impact of actions taken during the Suspension Period on the Company's ’s and its Subsidiaries' ’ future compliance with their covenants or (iii) notify the holders of any Covenant Suspension Event or Reversion Date.