Common use of Covenant Suspension Clause in Contracts

Covenant Suspension. During any period of time that (i) the Notes have Investment Grade ratings from at least two (2) 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During any period of time that (i) the Notes have Investment Grade ratings from at least two (2) 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , ,Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 2030.‌‌ In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During any period of time Following the first date that (i) the Notes have an Investment Grade ratings from at least two (2) Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture then continuing, then upon delivery by the Issuer to the Trustee of an Officer’s Certificate to the foregoing effect and each day thereafter until a Reversion Date, if any (the occurrence of the events as described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”this Section 1015), the following covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with ) will be suspended and the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Parent Guarantor and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Restricted Subsidiaries will thereafter again no longer be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect Section 1006; (2) Section 1008; (3) Section 1009; (4) Section 1011; (5) Section 1012; and (6) Section 1013 During any period that the foregoing covenants have been suspended (each such period, a “Suspension Period”), the Issuer’s Board of Directors may not designate any of its Restricted Subsidiaries as Unrestricted Subsidiaries pursuant to Restricted Payments made after Section 1006 and the applicable definition of “Unrestricted Subsidiary.” Notwithstanding the foregoing, if the rating assigned by either Xxxxx’x or S&P should subsequently decline to below Baa3 or BBB- (or the equivalent under any successor ratings categories of Xxxxx’x) or BBB- (or the equivalent under any successor ratings categories of S&P), respectively, the Suspended Covenants will be reinstituted as of and from the date of such rating decline (such date, a “Reversion Date, ”) and on the Reversion Date and on each date thereafter (subject to the provisions of the first paragraph of Section 1015) the Issuer and the Restricted Subsidiaries shall be subject to (and shall be required to comply with) the Suspended Covenants. For purposes of calculating the amount available to be made as Restricted Payments under Section 1009(3), calculations under that clause will be calculated made with reference to the date of the Restricted Payment, as though the covenant described under Section 4.12 had been set forth in effect prior to, but not during, the Suspension Period; that clause. Accordingly (2x) on the Reversion Date, any Indebtedness incurred Restricted Payments made during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness that would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to otherwise be permitted pursuant to clause any of clauses (iv1) through (12) of the second paragraph of Section 1009 will reduce the covenant described amount available to be made as Restricted Payments under Section 4.151009(3); provided, however, that the amount available to be made as a Restricted Payment shall not be reduced to below zero solely as a result of such Restricted Payments but may be reduced to below zero as a result of negative cumulative Consolidated Net Income during the Suspension Period for purposes of Section 1009(3)(a) and (y) the items specified in clauses (3)(a) through (d) of Section 1009 that occur during the Suspension Period will increase the amount available to be made as Restricted Payments under Section 1009(3). On and after For purposes of Section 1012, on each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds will be permitted reset to consummate the transactions contemplated by any agreement zero. No Default or commitment entered into during the relevant Suspension Period, so long as such agreement Event of Default will be deemed to have occurred or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of exist on a Reversion Date not later than five Business Days after such Reversion Date. After (or thereafter) under any such notice Suspended Covenant, solely as a result of, or as a result of the occurrence of continued existence on or after a Reversion DateDate of facts and circumstances arising from, any actions taken by the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve Issuer or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notesany Restricted Subsidiaries thereof, determine whether or events occurring, or performance on or after a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameany obligations arising from transactions which occurred, during a Suspension Period.

Covenant Suspension. During Notwithstanding any period provision of this Indenture or of the Notes to the contrary, if at any time that following the date of this Indenture (ia) the Notes have Investment Grade ratings are rated Baa3 or better by Xxxxx’x or BBB- or better by S&P (or, if either such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from at least two (2any other “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) Rating Agencies of the Exchange Act selected by the Company as a replacement agency) and (iib) no Default has or Event of Default shall have occurred and is continuing under this Indenture (then upon delivery by the occurrence Company to the Trustee of an Officers’ Certificate certifying to such events, Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.17 and 5.01(a)(4) of this Indenture will be suspended and no Default or Event of Default shall result from any failure to comply with any of the events described in provisions of such Sections. During any period that the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”)Sections have been suspended, the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Company’s Board of Directors may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”hereof. Notwithstanding the foregoing, no action taken or omitted to be taken by if the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect rating assigned to the Notes; provided that: (1) with respect Notes by both such rating agencies should subsequently decline to Restricted Payments made after the applicable Reversion Datebelow Baa3 and BBB-, respectively, the amount available to foregoing covenants will be reinstituted as of and from the date of such rating decline. Calculations under the reinstated Section 4.07 hereof will be made as Restricted Payments will be calculated as though the covenant described under if Section 4.12 4.07 had been in effect prior tosince the date of this Indenture except that no Default will be deemed to have occurred solely by reason of a Restricted Payment made while that covenant was suspended. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to the first paragraph Section 4.09(b)(2). In addition, for purposes of Section 4.13 4.11, all agreements and arrangements entered into by the Company or one any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Company during the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on entered into prior to the Issue Datedate of this Indenture and permitted by Section 4.11(b)(8), so that it is classified as permitted under clause (2) and for purposes of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date4.08, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment all contracts entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of Period that contain any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, restrictions contemplated by that section will be deemed to have existed on the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings date of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameIndenture.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Company and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes Section 4.07, Section 4.08, Section 4.09, Section 4.10, Section 4.11, Section 4.17 and clause (4) of Section 5.01(a) hereof (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. . (b) 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”) two or more Rating Agencies have withdrawn their Investment Grade Rating or assigned to the Notes cease to have a rating below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. Covenants under this Indenture with respect to future events. (c) The period of time between the occurrence of a Covenant Suspension Date Event and the Reversion Date is referred to herein in this description as the “Suspension Period”.” Additionally, upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Proceeds shall be reset to zero. Notwithstanding In the foregoingevent of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: that (1) with respect to Restricted Payments made after the applicable Reversion Dateany such reinstatement, the amount available to be made as of Restricted Payments made will be calculated as though the covenant described under Section 4.12 4.07 hereof had been in effect prior to, but not during, during the Suspension Period; Period (provided that any Subsidiaries designated as Unrestricted Subsidiaries during the Suspension Period shall automatically become Restricted Subsidiaries on the Reversion Date (subject to the Company’s right to subsequently designate them as Unrestricted Subsidiaries in compliance with Article 4 hereof) and (2) on the Reversion Dateall Indebtedness incurred, any Indebtedness incurred or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted issued pursuant to clause (iv3) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. 4.09(b) hereof. (d) The Issuer or the Company shall give provide a written notice to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after upon the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or a Reversion Date has occurred or notify Holders of the sameDate.

Covenant Suspension. During any period of time that that: (ia) the Notes have Investment Grade ratings Ratings from at least two both Rating Agencies, and (2) Rating Agencies and (iib) no Default or Event of Default has occurred and is continuing under this Indenture (Indenture, the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” Issuer and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes following Sections of this Indenture: Section 4.04, Section 4.05, Section 4.07, Section 4.08, Section 4.09, clause (x) of the fourth paragraph of Section 4.10 and clause (e) of Section 5.01 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Issuer and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, subsequently, one or both of the Rating Agencies withdraws its ratings or downgrades the ratings assigned to the Notes below the required Investment Grade Ratings or a Default or Event of Default occurs and on any subsequent is continuing (the date (of such ratings withdrawal or downgrade or the occurrence of such Default or Event of Default, the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies), then the Company Issuer and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoingCovenants for all periods after that withdrawal, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a downgrade, Default or Event of Default under this Indenture and, furthermore, compliance with respect to the Notes; provided that: (1) provisions of Section 4.05 with respect to Restricted Payments made after the applicable Reversion time of the withdrawal, downgrade, Default or Event of Default will be calculated in accordance with the terms of that covenant as though that covenant had been in effect during the entire period of time from the Issue Date, provided that there will not be deemed to have occurred a Default or Event of Default with respect to that covenant during the time (the “Suspension Period”) that the Issuer and the Restricted Subsidiaries were not subject to the Suspended Covenants (or after that time based solely on events that occurred during that time). Accordingly, Restricted Payments made during the Suspension Period will reduce the amount available to be made as Restricted Payments under the first paragraph of Section 4.05. The Issuer will promptly give the Trustee written notice of any such suspension of covenants and in any event not later than five Business Days after such suspension has occurred. In the absence of such notice, the Trustee shall assume that the Suspended Covenants are in full force and effect. Solely for the purpose of determining the amount of Permitted Liens under Section 4.06 during any Suspension Period and without limiting the Issuer’s or any Restricted Subsidiary’s ability to Incur Debt during any Suspension Period, to the extent that calculations in Section 4.06 refer to Section 4.04, such calculations shall be calculated made as though the covenant described under Section 4.12 had been 4.04 remains in effect prior to, but not during, during the Suspension Period; (2) on . On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph of Section 4.13 4.04(a) or one of the clauses set forth in items (a) through (n) under the definition of “Permitted Debt” in Section 4.13 4.04 (to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to Section 4.134.04(a) or one of the clauses set forth in the definition of “Permitted Debt” in Section 4.04, such Indebtedness Debt will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2x) of the definition of “Permitted Debt” in Section 4.13; and (3) any Affiliate Transaction entered into after 4.04. For purposes of determining compliance with the covenant described in Section 4.07 on the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date, the Net Available Cash from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause (iv) of the second paragraph of the covenant described under Section 4.15zero. On and after each Reversion Date, the Company and its No Subsidiaries will may be permitted to consummate the transactions contemplated by designated as Unrestricted Subsidiaries during any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall will give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During any period of time (a “Suspension Period”) that (i) the Notes have ratings assigned to the Securities by both of the Rating Agencies are Investment Grade ratings from at least two (2) Rating Agencies Ratings and (ii) no Default or Event of Default has occurred and is continuing under this Indenture continuing, Parent and the Restricted Subsidiaries will not be subject to the covenants set forth in Sections 1010, 1011, 1012, 1013, 1015(i)(a), 1016, 1017 (other than the occurrence of the events described in the foregoing clauses (ifirst two sentences thereof), 1018, 801(3) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”4), 803(3) and (4) and clause (b) of the covenants specifically listed in first sentence of Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes 1019 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that Parent and the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Securities below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then Parent and the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period Covenants and calculations of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments under Section 1012 will be calculated made as though the covenant described under Section 4.12 1012 had been in effect prior to, but not during, during the Suspension Period; (2) on entire period of time from the Measurement Date. On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 1010 or one of the clauses set forth in items paragraph (b) of Section 1010 or paragraph (a) through of Section 1011 or one of the clauses set forth in paragraph (nb) under of Section 4.13 1011 (in each case to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.131010 or one of the clauses set forth in paragraph (b) of Section 1010 or paragraph (a) of Section 1011 or one of the clauses set forth in paragraph (b) of Section 1011, such Indebtedness Debt will be deemed to have been outstanding on the Issue Measurement Date, so that it is classified as permitted under clause (2Section 1010(b)(v) or Section 1011(b)(iii). If the Incurrence of any Debt by a Restricted Subsidiary during the Suspension Period would have been prohibited or conditioned upon such Restricted Subsidiary entering into a Note Guarantee and an Offering Proceeds Note Guarantee had Section 4.13; and (3) any Affiliate Transaction entered 1010 and Section 1011 been in effect at the time of such Incurrence, such Restricted Subsidiary shall enter into a Note Guarantee and an Offering Proceeds Note Guarantee that are senior to or pari passu with such Debt within ten days after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date. For purposes of determining compliance with Section 1016 on the Reversion Date, the Net Available Proceeds from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause zero. Notwithstanding the foregoing, neither (iva) the continued existence, after the date of such withdrawal or downgrade, of facts and circumstances or obligations that were Incurred or otherwise came into existence during a Suspension Period nor (b) the second paragraph performance of any such obligations, shall constitute a breach of any covenant set forth in the covenant described under Section 4.15Indenture or cause a Default or Event of Default thereunder; provided, however, that (1) Parent and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of a withdrawal or downgrade below investment grade, (2) Parent reasonably believed that such Incurrence or actions would not result in such a withdrawal or downgrade and (3) if so required each Restricted Subsidiary shall have entered into a Note Guarantee and an Offering Proceeds Note Guarantee within the specified time period. On For purposes of clauses (1) and after each Reversion Date(2) in the preceding sentence, anticipation and reasonable belief may be determined by Parent and shall be conclusively evidenced by a board resolution to such effect adopted in good faith by the Board of Directors of Parent. In reaching their determination, the Company and its Subsidiaries will be permitted to consummate Board of Directors of Parent may, but need not, consult with the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameRating Agencies.

Covenant Suspension. During any period of time (any such period, a “Suspension Period”) that (i) the Notes have ratings assigned to the Securities by both of the Rating Agencies are Investment Grade ratings from at least two (2) Rating Agencies Ratings and (ii) no Default or Event of 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” continuing, Parent and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes covenants set forth in Sections 1010, 1011, 1012, 1013, 1015(i)(a), 1016, 1017 (other than the first two sentences thereof), 1018, 801(3), 803(3) and clause (b) of the first sentence of Section 1019 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that Parent and the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Securities below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then Parent and the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period Covenants and calculations of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments under Section 1012 will be calculated made as though the covenant described under Section 4.12 1012 had been in effect prior to, but not during, during the Suspension Period; (2) on entire period of time from the Measurement Date. On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 1010 or one of the clauses set forth in items paragraph (b) of Section 1010 or paragraph (a) through of Section 1011 or one of the clauses set forth in paragraph (nb) under of Section 4.13 1011 (in each case to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.131010 or one of the clauses set forth in paragraph (b) of Section 1010 or paragraph (a) of Section 1011 or one of the clauses set forth in paragraph (b) of Section 1011, such Indebtedness Debt will be deemed to have been outstanding on the Issue Measurement Date, so that it is classified as permitted under clause (2Section 1010(b)(v) or Section 1011(b)(iii). If the Incurrence of any Debt by a Restricted Subsidiary during the Suspension Period would have been prohibited or conditioned upon such Restricted Subsidiary entering into a Note Guarantee and an Offering Proceeds Note Guarantee had Section 4.13; and (3) any Affiliate Transaction entered 1010 and Section 1011 been in effect at the time of such Incurrence, such Restricted Subsidiary shall enter into a Note Guarantee and an Offering Proceeds Note Guarantee that are senior to or pari passu with such Debt within ten days after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date. For purposes of determining compliance with Section 1016 on the Reversion Date, the Net Available Proceeds from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause zero. Notwithstanding the foregoing, neither (iva) the continued existence, after the date of such withdrawal or downgrade, of facts and circumstances or obligations that were Incurred or otherwise came into existence during a Suspension Period nor (b) the performance of any such obligations, shall constitute a breach of any covenant set forth in the Indenture or cause a Default or Event of Default thereunder; provided, however, that (1) Parent and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of a withdrawal or downgrade below Investment Grade Ratings, (2) Parent reasonably believed that such Incurrence or actions would not result in such a withdrawal or downgrade and (3) if so required each Restricted Subsidiary shall have entered into a Note Guarantee and an Offering Proceeds Note Guarantee within the specified time period. For purposes of clauses (1) and (2) in the preceding sentence, anticipation and reasonable belief may be determined by Parent and shall be conclusively evidenced by a Board Resolution to such effect adopted in good faith by the Board of Directors of Parent (or by a resolution of a duly authorized committee of the second paragraph Board of the covenant described under Section 4.15Directors of Parent to such effect). On and after each Reversion DateIn reaching their determination, the Company and its Subsidiaries will be permitted to consummate Board of Directors of Parent or committee thereof may, but need not, consult with the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameRating Agencies.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuers will provide the Notes; provided that: (1) Trustee with respect written notice of each Covenant Suspension Event or Reversion Date within five Business Days of the occurrence thereof. The Trustee will have no duty to Restricted Payments made after monitor or provide notice to the applicable holders of Notes of any Covenant Suspension Event or Reversion Date. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by Holdings or its Restricted Subsidiaries during the second paragraph Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on such date (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuer and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Company shall provide the Notes; provided that: (1) Trustee with respect written notice of each Covenant Suspension Event or Reversion Date within five Business Days of the occurrence thereof. The Trustee shall have no duty to Restricted Payments made after monitor or provide notice to the applicable holders of the Notes of any such Covenant Suspension Event or Reversion Date. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.134.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) Section 4.03(b)(iii). Calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.13; and (3) any 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments. Any Affiliate Transaction Transactions entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period (to the extent that such agreement was not entered into in contemplation of such Reversion Date) shall be deemed to be permitted pursuant to clause (iv) Section 4.07(b)(vi). As described above, however, no Default or Event of Default will be deemed to have occurred on the second paragraph Reversion Date as a result of any actions taken by the covenant described under Section 4.15Company or its Restricted Subsidiaries during the Suspension Period. On and after each Within 30 days of such Reversion Date, the Company and its Subsidiaries will be permitted to consummate must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable future events. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by Holdings or its Restricted Subsidiaries during the second paragraph Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During any period of time (a “Suspension Period”) that (i) the Notes have ratings assigned to the Term Loan by both of the Rating Agencies are Investment Grade ratings from at least two (2) Rating Agencies Ratings and (ii) no Default or Event of Default has occurred and is continuing under this Indenture continuing, Level 3 and the Restricted Subsidiaries will not be subject to the covenants set forth in Sections 6.01, 6.02, 6.03, 6.04, 6.06(i)(a), 6.07, 6.08 (other than the occurrence of the events described in the foregoing clauses (ifirst two sentences thereof), 6.09, 6.13(a)(3) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”4), 6.13(c)(3) and (4) and clause (b) of the covenants specifically listed in first sentence of Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes 6.10 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that Level 3 and the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Loan below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then Level 3 and the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period Covenants and calculations of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments under Section 6.03 will be calculated made as though the covenant described under Section 4.12 6.03 had been in effect prior to, but not during, during the Suspension Period; (2) on entire period of time from the Measurement Date. On the Reversion Date, any all Indebtedness incurred Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 6.01 or one of the clauses set forth in items paragraph (b) of Section 6.01 or paragraph (a) through of Section 6.02 or one of the clauses set forth in paragraph (nb) under of Section 4.13 6.02 (in each case to the extent such Indebtedness would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.136.01 or one of the clauses set forth in paragraph (b) of Section 6.01 or paragraph (a) of Section 6.02 or one of the clauses set forth in paragraph (b) of Section 6.02, such Indebtedness will be deemed to have been outstanding on the Issue Measurement Date, so that it is classified as permitted under clause (2Section 6.01(b)(v) or Section 6.02(b)(iii). If the Incurrence of any Indebtedness by a Restricted Subsidiary during the Suspension Period would have been prohibited or conditioned upon such Restricted Subsidiary entering into a Guarantee of the Obligations and a Loan Proceeds Note Guarantee had Section 4.13; and (3) any Affiliate Transaction entered 6.01 and Section 6.02 been in effect at the time of such Incurrence, such Restricted Subsidiary shall enter into a Guarantee of the Obligations and a Loan Proceeds Note Guarantee that are senior to or pari passu with such Indebtedness within ten days after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date. For purposes of determining compliance with Section 6.07 on the Reversion Date, the Net Available Proceeds from all Asset Dispositions not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause zero. Notwithstanding the foregoing, neither (iva) the continued existence, after the date of such withdrawal or downgrade, of facts and circumstances or obligations that were Incurred or otherwise came into existence during a Suspension Period nor (b) the performance of any such obligations, shall constitute a breach of any covenant set forth in the Agreement or cause a Default or Event of Default thereunder; provided, however, that (1) Level 3 and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of a withdrawal or downgrade below investment grade, (2) Level 3 reasonably believed that such Incurrence or actions would not result in such a withdrawal or downgrade and (3) if so required each Restricted Subsidiary shall have entered into a Guarantee of the second paragraph Obligations and a Loan Proceeds Note Guarantee within the specified time period. For purposes of clauses (1) and (2) in the covenant described under Section 4.15preceding sentence, anticipation and reasonable belief may be determined by Level 3 and shall be conclusively evidenced by a board resolution to such effect adopted in good faith by the Board of Directors of Level 3. On and after each Reversion DateIn reaching their determination, the Company and its Subsidiaries will be permitted to consummate Board of Directors of Level 3 may, but need not, consult with the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameRating Agencies.

Covenant Suspension. During any (a) For the period starting on the day of time that a Covenant Suspension Event and ending on a Reversion Date (ieach as defined below) the Notes have Investment Grade ratings from at least two (2) 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 such period a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension DatePeriod”), the covenants specifically listed in Section 4.12provisions contained within Clauses 8 (Excess Cashflow Sweep), Section 4.13 , Section 4.15, Section 4.16 Clause 20.18 (Dividend Restriction) and Section 4.17 will not Clause 20.4 (Merger) shall cease to be applicable to the Notes this Agreement (collectively, the “Suspended Covenants”). (b) No Default, provided, however, that in no event Event of Default or breach of any kind shall be deemed to exist under this Agreement with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject respect to the Suspended Covenants for based on, and none of the Borrower or any of its Subsidiaries shall bear any liability for, any actions taken or events occurring during the Suspension Period, or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date (if permitted at such time, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period). (c) Any period of time that: (i) Oi has Investment Grade Ratings (as defined below) from two Rating Agencies (as defined below); and (ii) no Default or Event of Default has occurred and is continuing under this Agreement, is referred to as a result of the foregoing, and “Covenant Suspension Event.” (d) If on any subsequent date (the “Reversion Date”) any of the Notes cease Rating Agencies withdraws its Investment Grade Rating or downgrades the rating assigned to have Oi below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Oi and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Periodfuture events. The Issuer or Borrower shall notify the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice Agent of the occurrence of a Covenant Suspension Event or the Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee Agent shall have no duty to monitor the ratings Investment Grade Ratings of the Notes, determine whether a Loan or notify Lenders of any Covenant Suspension Event or Reversion Date has occurred or notify Holders Date. (e) For the purposes of the same.this Clause 20.19:

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on that day and continuing at all times thereafter regardless of any subsequent changes in the rating of the Notes (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuer and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”). If and while the Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants, provided, however, that in no event with the Notes will be entitled to substantially less covenant referenced in Section 4.15 cease to be applicable before January 1, 2030protection. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable future events. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (a4.03(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13, 4.03 such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuer or its Restricted Subsidiaries during the Suspension Period. For purposes of Section 4.06, on the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. No Default, Event of Default or breach of any kind shall be deemed to exist under this Indenture, the Notes; provided that: (1) Notes or the Subsidiary Guarantees with respect to Restricted Payments made after the Suspended Covenants based on, and neither Holdings nor any of its Subsidiaries shall bear any liability for, any actions taken or events occurring during the Suspension Period, or any actions taken at any time pursuant to any contractual obligation arising during the Suspension Period, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by Holdings or its Restricted Subsidiaries during the second paragraph Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Company and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Company shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice of each Covenant Suspension Event or Reversion Date within 5 Business Days of the applicable occurrence thereof. During the Suspension Period, the Company may not designate or redesignate any Unrestricted Subsidiaries. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to 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 the amount available to be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to have occurred on the Reversion Date as a result of any actions taken by the Company or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, the Company must comply with the terms of Section 4.11. For purposes of Section 4.05, on the Reversion Date, any consensual encumbrances or consensual restrictions of the type specified in clause (2a) or (b) thereof entered into during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under clause (1)(i) thereof. For purposes of Section 4.13; and (3) 4.07, any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement a contract, agreement, loan, advance or guaranty with, or for the benefit of, any Affiliate of the Company entered into during any the Suspension Period shall will be deemed to be permitted pursuant to have been in effect as of the Issue Date for purposes of clause (ivb)(vi) thereof. For purposes of Section 4.06, on the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period date following the date of time that this Indenture: (ia) the Notes have Investment Grade ratings are rated Baa3 or better by Xxxxx’x or BBB- or better by S&P (or, if either such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from at least two (2any other “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) Rating Agencies of the Exchange Act selected by the Company as a replacement agency); and (iib) no Default has or Event of Default shall have occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) Indenture, then, beginning on that date and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for provisions of this Section 4.18, Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.17 and Section 5.01(a)(iv) of this Indenture will be suspended. During any period of time as a result of that the foregoing, and on any subsequent date foregoing Sections have been suspended (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”), the Company’s Board of Directors may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.17 hereof or the definition of Unrestricted Subsidiary. Notwithstanding the foregoing, no action taken or omitted to be taken by if the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect rating assigned to the Notes; provided that: (1) with respect Notes by both such ratings agencies should subsequently decline to Restricted Payments made after the applicable Reversion Datebelow Baa3 and BBB- from Xxxxx’x or S&P, respectively, the amount available to foregoing covenants will be reinstituted as of and from the date both such ratings were below investment grade. Calculations under the reinstated Section 4.07 hereof will be made as Restricted Payments will be calculated as though the covenant described under if Section 4.12 4.07 hereof had been in effect prior tosince the date of this Indenture except that no Default will be deemed to have occurred solely by reason of a Restricted Payment made while that covenant was suspended. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to the first paragraph Section 4.09(b)(ii) hereof. In addition, for purposes of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to 4.08 hereof, all contracts entered into during the Suspension Period and outstanding on that contain any of the Reversion Date), and to the extent restrictions contemplated by such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness covenant will be deemed to have been outstanding existing on the Issue Date, so that it is classified as permitted under clause (2) date of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samethis Indenture.

Covenant Suspension. During any period of time (a) Beginning on the date (the “Suspension Date”) that (i) the Notes have been assigned an Investment Grade ratings Rating from at least two (2) of the Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture the Indenture, and ending on the date (the occurrence “Reversion Date”) that fewer than two Rating Agencies have assigned an Investment Grade Rating to the Notes or a Default or Event of Default has occurred and is continuing (such period of time from and including the events described in Suspension Date to but excluding the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as Reversion Date, the “Suspension DatePeriod”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Company and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes following provisions of the Indenture: (1) Section 4.03; (2) Section 4.04; (3) Section 4.05; (4) Section 4.11; (5) Section 4.14; (6) Section 4.15; and (7) Section 5.01(a)(2) (collectively, the “Suspended Covenants”). (b) In addition, provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject may elect to suspend the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date Note Guarantees. (the “Reversion Date”c) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its and the Restricted Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect remain subject to the Notes; provided thatfollowing provisions of the Indenture: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period4.09; (2) on Section 4.13; (3) Section 4.16; (4) Section 4.17; and (5) Section 5.01 (except to the extent set forth in Section 4.18(a)(7)). (d) During any Suspension Period, the Company’s Board of Directors may not designate any of the Company’s Subsidiaries as Unrestricted Subsidiaries. (e) On the Reversion Date, any all Indebtedness incurred Incurred and Disqualified Capital Stock and Preferred Stock issued during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and4.03(b)(2). (3f) any Affiliate Transaction entered into Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall be deemed will reduce the amount available to be permitted pursuant made as Restricted Payments under Section 4.04(a). For purposes of Section 4.05, on the Suspension Date, the Net Cash Proceeds amount will be reset to clause (iv) zero. Notwithstanding the reinstatement of the second paragraph of Suspended Covenants on the covenant described under Section 4.15. On and after each Reversion Date, neither (a) the continued existence, on and after the Reversion Date, of facts and circumstances or obligations that occurred, were Incurred or otherwise came into existence during a Suspension Period nor (b) the performance thereof, shall constitute a breach of any Suspended Covenant set forth in the Indenture or cause a Default or Event of Default thereunder; provided, however, that (i) the Company and its the Restricted Subsidiaries will be permitted did not Incur or otherwise cause such facts and circumstances or obligations to consummate exist in anticipation of a withdrawal or downgrade by one or more Rating Agencies of their Investment Grade Rating on the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment Notes and such consummation would have been permitted during such Suspension Period. The Issuer or (ii) the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and reasonably believed that such Incurrence or actions would not result in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer withdrawal or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samedowngrade.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Parent and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Parent 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Parent and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuer shall provide the Notes; provided that: First Lien Trustee with written notice of each Covenant Suspension Event or Reversion Date within five (15) with respect Business Days of the occurrence thereof. Additionally, during a Suspension Period the Parent will no longer be permitted to designate any Restricted Payments made after Subsidiary as an Unrestricted Subsidiary unless the applicable Reversion Date, the amount available Parent would have been permitted to be made designate such Subsidiary as Restricted Payments will be calculated as though the covenant described under Section 4.12 an Unrestricted Subsidiary if a Suspension Period had not been in effect prior tofor any period and, but not during, the Suspension Period; (2) on following the Reversion Date, any such designation shall be deemed to have created an Investment pursuant to Section 4.04(c) at the time of such designation. On each Reversion Date, all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (a4.03(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.134.03(a) or 4.03(b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause Section 4.03(b)(iii). Calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period (2except to the extent expressly set forth in the immediately preceding paragraph). Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments under Section 4.04(a) (except to the extent expressly set forth in the immediately preceding paragraph). As described above, no 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 or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, the Parent and the Issuers must comply with the terms of Section 4.13; and (34.11. For purposes of Section 4.05, on the Reversion Date, any consensual encumbrances or consensual restrictions of the type specified in Section 4.05(a) or 4.05(b) thereof entered into during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under Section 4.05(1)(A). For purposes of Section 4.07, any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement a contract, agreement, loan, advance or guaranty with, or for the benefit of, any Affiliate of the Issuer entered into during any the Suspension Period shall will be deemed to be permitted pursuant to clause (iv) have been in effect as of the second paragraph Issue Date for purposes of Section 4.07(b)(vi). For purposes of Section 4.06, on the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During Notwithstanding any period provision of this Indenture or of the Notes to the contrary, if at any time that following the date of this Indenture (ia) the Notes have Investment Grade ratings are rated Baa3 or better by Xxxxx’x or BBB- or better by S&P (or, if either such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from at least two (2any other “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) Rating Agencies of the Exchange Act selected by the Company as a replacement agency) and (iib) no Default has or Event of Default shall have occurred and is continuing under this Indenture (then upon delivery by the occurrence Company to the Trustee of an Officers’ Certificate certifying to such events, Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.17 and 5.01(a)(4) of this Indenture will be suspended and no Default or Event of Default shall result from any failure to comply with any of the events described in provisions of such Sections. During any period that the foregoing clauses Sections have been suspended (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension DatePeriod”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Company’s Board of Directors may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.17 will not be applicable hereof. Notwithstanding the foregoing, if the rating assigned to the Notes (collectivelyby both such rating agencies should subsequently decline to below Baa3 and BBB-, respectively, the “Suspended Covenants”), provided, however, that in no event with foregoing covenants will be reinstituted as of and from the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period date of time as a result of the foregoing, and on any subsequent date such rating decline (the “Reversion Date”) ). Calculations under the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries reinstated Section 4.07 hereof will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under if Section 4.12 4.07 had been in effect prior tosince the date of this Indenture except that no Default will be deemed to have occurred solely by reason of a Restricted Payment made while that covenant was suspended. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to the first paragraph Section 4.09(b)(2). In addition, for purposes of Section 4.13 4.11, all agreements and arrangements entered into by the Company or one any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Company during the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on entered into prior to the Issue Datedate of this Indenture and permitted by Section 4.11(b)(8), so that it is classified as permitted under clause (2) and for purposes of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date4.08, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment all contracts entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would Period that contain any of the restrictions contemplated by that section will be deemed to have been permitted during such Suspension Periodexisted on the date of this Indenture. The Issuer or the Company shall give promptly upon its occurrence deliver to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, an Officers’ Certificate notifying the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of event giving rise to any Suspension Period or a Reversion Date, the Trustee shall assume that date thereof and identifying the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratingssuspended covenants. The Trustee shall not have no duty any obligation to monitor the ratings of the Notes, determine whether a Covenant the occurrence or dates of any Suspension Event Period or Reversion Date has occurred or and may rely conclusively on such Officers’ Certificate. The Trustee shall not have any obligation to notify the Holders of the sameoccurrence or dates of any Suspension Period, suspended covenants or Reversion Date, but may provide a copy of such Officers’ Certificate to any Holder of notes upon request.

Covenant Suspension. During (a) Notwithstanding any period provision of time that (i) this Indenture or of the Notes have to the contrary, if at any time following the date of this Indenture, an Investment Grade ratings from at least two (2Rating Event has occurred, then Sections 4.06, 4.07, 4.09, 4.12, 4.13, and 5.01(a)(D) Rating Agencies of this Indenture will be suspended and (ii) no Default has occurred and is continuing under this Indenture (the occurrence or Event of Default shall result from any failure to comply with any of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable provisions of such Sections. The Company shall promptly deliver to the Notes (collectively, the “Suspended Covenants”), Trustee an Officer’s Certificate certifying that such covenant suspension has occurred; provided, however, that in no event with the effectiveness of such covenant referenced in Section 4.15 cease to suspension shall not be applicable before January 1, 2030. In the event contingent upon such delivery. (b) During any period that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date foregoing Sections have been suspended (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. ), the Company’s Board of Directors may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.14 hereof. (c) Notwithstanding the foregoing, no action taken or omitted to be taken by if the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect rating assigned to the Notes; provided that: (1) with respect Notes by both Rating Agencies should subsequently decline to Restricted Payments made after the applicable Reversion Datebelow an Investment Grade Rating, the amount available to foregoing covenants will be reinstituted as of and from the date of such rating decline. Calculations under the reinstated Section 4.07 hereof will be made as Restricted Payments will be calculated as though the covenant described under if Section 4.12 4.07 had been in effect prior tosince the date of this Indenture except that no Default will be deemed to have occurred solely by reason of a Restricted Payment made while Section 4.07 was suspended. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to the first paragraph Section 4.06(b)(2). In addition, for purposes of Section 4.13 4.13, all agreements and arrangements entered into by the Company or one any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Company during the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding entered into prior to the date of this Indenture and permitted by Section 4.13(b)(9), and for purposes of Section 4.09, all contracts entered into during the Suspension Period that contain any of the restrictions contemplated by that section shall be deemed to have been existing on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. (a) During any period of time that that: (i1) the Notes Securities have Investment Grade ratings Ratings from at least two both Rating Agencies and (2) Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under continuing, the Company and the Restricted Subsidiaries will not be subject to the following Sections of this Indenture (the occurrence of the events described in the foregoing Indenture: Section 4.03, Section 4.04, Section 4.06, Section 4.07, Section 4.08, clauses (ia)(1) and (iib) being collectively of Section 4.10, clause (x) of the fourth paragraph (and such clause (x) as referred to as a “Covenant Suspension Event” in the second paragraph) of Section 4.11, and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in clause (a)(5) of Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes 5.01 (collectively, the “Suspended Covenants”). (b) Solely for the purpose of determining the amount of permitted Liens under Section 4.05 during any Suspension Period (as defined below) and without limiting the Company’s or any Restricted Subsidiary’s ability to Incur Indebtedness during any Suspension Period, provided, however, to the extent that in no event with the covenant referenced calculations in Section 4.15 cease 4.05 refer to Section 4.03, such calculations shall be applicable before January 1, 2030made as though Section 4.03 remains in effect during the Suspension Period. In the event that the Company and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingparagraph (a) of this Section 4.15 and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Securities below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. .” Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by that the Suspended Covenants will give rise to a may be reinstated, no Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated deemed to have occurred as though a result of a failure to comply with the covenant described under Section 4.12 had been in effect prior to, but not during, Suspended Covenants during the Suspension Period; (2) on . On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to clause (1) of the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under the second paragraph of Section 4.13 4.03 (to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to clause (1) of the first paragraph or one of the clauses set forth in the second paragraph of Section 4.134.03, such Indebtedness Debt will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (ivk) of the second paragraph of Section 4.03. Calculations made after the covenant described Reversion Date of the amount available to be made as Restricted Payments under Section 4.154.04 will be made as though Section 4.04 had been in effect during the entire period of time from the Issue Date. On Accordingly, Restricted Payments made during the Suspension Period will reduce the amount available to be made as Restricted Payments under the first paragraph of Section 4.04 following any Reversion Date, and after each the items specified in clauses (c)(1) through (c)(4) of the first paragraph of Section 4.04 will increase the amount available to be made under the first paragraph thereof following any Reversion Date. For purposes of determining compliance with the first five paragraphs of Section 4.06, on the Reversion Date, the Company and its Subsidiaries Net Available Cash from all Asset Sales not applied in accordance with the covenant will be permitted deemed to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date, (i) the Notes have attain Investment Grade ratings Ratings from at least two (2) Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) Indenture, then, beginning on that day, Sections 4.06, 4.09 and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 4.10 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and . (b) If on any subsequent date two of the Rating Agencies shall have assigned to the Notes ratings below Investment Grade Ratings, the Suspended Covenants will be reinstated as of and from the time at which the Issuer obtains actual knowledge of such rating decline (the any such time, a “Reversion DateTime”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants). The period of time between the Suspension Date suspension of covenants as set forth above and the Reversion Date Time is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or .” If at any of its Subsidiaries or events occurring time during a Suspension Period covered by any Subsidiary of the Suspended Covenants will give rise Issuer issues, assumes, incurs, enters into any guarantee of or otherwise becomes liable for (collectively, “Incur”) Indebtedness or enters into any transaction that, in each case, if Incurred or entered into at a time other than during a Suspension Period would have required such Subsidiary to become a Default or Event of Default under this Indenture Guarantor with respect to the Notes pursuant to Section 4.10, then, within 30 days of the Reversion Time, such Subsidiary shall become a Guarantor of the Notes; provided that: (1) with , execute a supplemental indenture to the Indenture in the form attached as Exhibit E hereto and deliver an Officers’ Certificate and Opinion of Counsel reasonably satisfactory to the Trustee. With respect to Restricted Payments made any designation of a Subsidiary of the Issuer as an Unrestricted Subsidiary or any Investment in an Unrestricted Subsidiary made, in each case, after the applicable any Reversion DateTime, the amount available of the aggregate Fair Market Value of each Subsidiary of the Issuer designated as an Unrestricted Subsidiary (or the portion thereof allocable to be the direct or indirect Investment of the Issuer therein in the case of a non-Wholly Owned Subsidiary) (as determined in good faith by the Issuer at the time of each such designation), together with the aggregate amount of all Investments made as by the Issuer and its Restricted Payments Subsidiaries in Unrestricted Subsidiaries of the Issuer pursuant to the proviso to Section 4.09(b) will be calculated as though if the covenant described under Section 4.12 such caption had been in effect prior to, but not during, the Suspension Period;. (2c) on the Reversion Date, The Trustee shall not have any Indebtedness incurred during the Suspension Period will be classified duty to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during monitor any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred Time or to notify Holders of the samesuch.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date, (i) the Notes have are rated Investment Grade ratings from at least by any two (2) Designated Rating Agencies Organizations and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on that day and continuing at all times thereafter until the Reinstatement Date (the occurrence of the events described in the foregoing clauses as defined below) (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension DatePeriod”), and subject to the provisions of the following paragraph, the covenants specifically listed in under: (i) Section 4.12, 5.6; (ii) Section 4.13 , 5.10; (iii) Section 4.15, 5.11; (iv) Section 4.16 and 5.12; (v) Section 4.17 will not be applicable to the Notes 5.13; (vi) Section 5.14; (vii) Section 5.17; and (viii) Section 9.1(a)(iv); (collectively, the “Suspended Covenants”)) will be suspended. During any Suspension Period, providedthe Board of Directors of the Issuer may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 5.7. For certainty, however, that in the Trustee shall have no event with obligation to monitor or inquire into the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. rating of the Notes. (b) In the event that the Company Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingSection 5.19(a), and on any a subsequent date (date, at least one of the “Reversion Date”) Designated Rating Organizations which rates the Notes cease withdraws its Investment Grade rating, or downgrades the rating assigned to the Notes below an Investment Grade rating, or ceases to rate the Notes (unless the Notes continue to have an Investment Grade rating from any two or more Designated Rating Organizations) (2) Rating Agenciesin each case, such date, the “Reinstatement Date”), then the Company Issuer and its Restricted Subsidiaries will thereafter after the Reinstatement Date again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events for the benefit of the Notes; provided that:. (1c) with respect to Restricted Payments made after On the applicable Reversion Reinstatement Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any all Indebtedness incurred or Disqualified Stock issued during the Suspension Period will be classified subject to have been incurred pursuant to the first paragraph of Section 4.13 5.11(a) or one of the clauses set forth in items (aSection 5.11(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock would be permitted to be incurred or issued thereunder as of the Reversion Reinstatement Date and after giving effect to Indebtedness and Disqualified Stock incurred or issued prior to the Suspension Period and outstanding on the Reversion Reinstatement Date), and to . To the extent such Indebtedness or Disqualified Stock would not be so permitted to be incurred or issued pursuant to Section 4.135.11(a) or Section 5.11(b), such Indebtedness or Disqualified Stock will be deemed to have been outstanding on the Issue Date, Date so that it is classified as permitted under clause Section 5.11(b)(v). (2d) Calculations made after the Reinstatement Date of the amount available to be made as Restricted Payments under Section 5.10 will be made as though the provisions therein had been in effect from the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amount available to be made as Restricted Payments under Sections 5.10(a) and 5.10(b). (e) For purposes of Section 4.135.12, on the Reinstatement Date, any contractual encumbrances or restrictions of the type specified in Sections 5.12(a)(i), 5.12(a)(ii) or 5.12(a)(iii) entered into (or which the Issuer or any Restricted Subsidiary of the Issuer became legally obligated to enter into) during the Suspension Period will be deemed to have been in effect on the Issue Date such that they are permitted under Section 5.12(b)(i). (f) For purposes of Section 5.13, on the Reinstatement Date, any transaction referred to in Section 5.13(a) entered into (or which the Issuer or any Restricted Subsidiary of the Issuer became legally obligated to enter into) during the Suspension Period will be deemed to have been in effect on the Issue Date such that they are permitted under Section 5.13(b)(vi). (g) For purposes of Section 5.14, on the Reinstatement Date, the unutilized Excess Proceeds amount will be reset to zero. (h) Notwithstanding that the Suspended Covenants may be reinstated: (i) no Default or Event of Default will be deemed to have occurred as a result of a failure to comply with the Suspended Covenants during the Suspension Period (or on the Reinstatement Date) or after the Suspension Period based solely on events that occurred during the Suspension Period; and (3ii) any Affiliate Transaction entered into neither (A) the continued existence, after the Reversion Date pursuant to an agreement entered Reinstatement Date, of facts and circumstances or obligations that were incurred or otherwise came into existence during any a Suspension Period nor (B) the performance of any such obligations, shall be deemed to be permitted pursuant to clause (iv) constitute a breach by the Issuer or any Restricted Subsidiary of any covenant set forth in this Indenture or cause a Default or Event of Default thereunder; provided that the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company Issuer and its Restricted Subsidiaries will be permitted did not incur or otherwise cause such facts and circumstances or obligations to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and exist in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice anticipation of the occurrence of a Reversion Reinstatement Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) of three Rating Agencies and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on such date (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuer and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 more of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes cease to below an Investment Grade Rating, such that the Notes do not have an Investment Grade rating Rating from any at least two (2) Rating Agencies, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended CovenantsCovenants under this Indenture with respect to future events. The period of time between the Covenant Suspension Date Event and the Reversion Date is referred to herein in this description as the “Suspension Period”.” The Issuer shall provide the Trustee with notice of each Covenant Suspension Event or Reversion Date within five Business Days of the occurrence thereof. Notwithstanding The Trustee shall have no duty to monitor the foregoingratings of the Notes, no action taken determine or omitted to be taken by the Company verify whether a Covenant Suspension Event or any of its Subsidiaries Reversion Date has occurred or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect provide notice to the Notes; provided that: (1) with respect to Restricted Payments made after holders of the applicable Notes of any such Covenant Suspension Event or Reversion Date. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 Sections 4.03(a) or one of the clauses set forth in items (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuer or its Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuer must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i1) the Notes have are rated Investment Grade ratings from at least by any two Approved Rating Organizations; and (2) Rating Agencies and (ii) no Default has or Event of Default shall have occurred and is continuing under this Indenture be continuing, (the occurrence of the events described in the foregoing clauses (i1) and (ii2) being collectively referred to as a “Covenant Suspension Event” ”) then, beginning on that day and at all times thereafter until the date thereof being referred to as the Reinstatement Date (“Suspension DatePeriod”), and subject to Section 4.20(c) below, the covenants specifically listed provisions of this Indenture set forth in Section 4.124.3, Section 4.13 4.4, Section 4.154.6, Section 4.16 4.7, Section 4.8, Section 4.9 and Section 4.17 will not be applicable to the Notes 5.1(a)(4) (collectively, the “Suspended Covenants”)) hereof will be suspended. (b) During any Suspension Period, provided, however, that in no event with the covenant referenced in Board of Directors of the Issuer may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.15 cease to be applicable before January 1, 2030. 4.10. (c) In the event that the Company Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of Section 4.20(a) and, on a subsequent date, at least one of the foregoing, and on any subsequent date (the “Reversion Date”) Approved Rating Organizations which rates the Notes cease withdraws its Investment Grade rating, or downgrades the rating assigned to have the Notes below an Investment Grade rating from any two rating, or ceases to rate the Notes (2) Rating Agenciesin each case, such date, the “Reinstatement Date”), then the Company Issuer and its Restricted Subsidiaries will thereafter after the Reinstatement Date again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events for the benefit of the Notes; provided that:. (1d) with respect to Restricted Payments made after On the applicable Reversion Reinstatement Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness incurred, but not duringor Disqualified Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified subject to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to 4.3. To the extent such Indebtedness or Disqualified Stock would not be so permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred or issued pursuant to Section 4.13such covenant, such Indebtedness or Disqualified Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause Section 4.3(b)(5). (2e) Calculations made after the Reinstatement Date of the amount available to be made as Restricted Payments under Section 4.4 will be made as though Section 4.4 had been in effect from the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amount available to be made as Restricted Payments under Section 4.4(a) to the extent provided therein. (f) For purposes of Section 4.134.6, on the Reinstatement Date, any contractual encumbrances or restrictions of the type specified in Sections 4.6(a)(1) through (a)(3) entered into (or which the Issuer or any Restricted Subsidiary of the Issuer became legally obligated to enter into) during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under Section 4.6(b)(1). (g) For purposes of Section 4.7, on the Reinstatement Date, the unutilized Excess Proceeds amount will be reset to zero. (h) For purposes of Section 4.8, any contract, agreement, loan, advance or guarantee with or for the benefit of, any Affiliate of the Issuer entered into (or which the Issuer or any Restricted Subsidiary of the Issuer became legally obligated to enter into) during the Suspension Period will be deemed to have been in effect as of the Issue Date for purposes of Section 4.8(b)(5). (i) Notwithstanding that the Suspended Covenants may be reinstated: (1) no Default or Event of Default will be deemed to have occurred as a result of a failure to comply with the Suspended Covenants during the Suspension Period (or on the Reinstatement Date) or after the Suspension Period based solely on events that occurred during the Suspension Period; and (32) any Affiliate Transaction entered into neither (a) the continued existence, after the Reversion Date pursuant to an agreement entered Reinstatement Date, of facts and circumstances or obligations that were incurred or otherwise came into existence during any a Suspension Period nor (b) the performance of any such obligations, shall be deemed constitute a breach of any covenant set forth in this Indenture or cause a Default or Event of Default thereunder; provided that (I) the Issuer and its Restricted Subsidiaries did not incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of the Notes ceasing to be permitted pursuant to clause rated Investment Grade, and (ivII) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement Issuer reasonably believed that such incurrence or commitment entered into during the relevant Suspension Period, so long as actions would not result in such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameceasing.

Covenant Suspension. (a) During any period of time that (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under the indenture, Xxxxxxx and the Restricted Subsidiaries will not be subject to: (1) the provisions of this Indenture under Sections 4.07 (except to the occurrence extent applicable under the provisions of the events described in the foregoing Section 4.18), 4.08, 4.09, 4.10, 4.11, 4.14 and clause (4) of Section 5.01(a); and (2) clauses (i3) and (ii4) being collectively under Section 6.01 to the extent that such clauses apply to the Sections of this Indenture referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”in clause (1) of this paragraph (a), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes . (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company b) If Xxxxxxx and its Restricted Subsidiaries are not subject to the Suspended Covenants Sections of this Indenture referred to in paragraph (a) above for any period of time as a result of the foregoing, and on any subsequent date paragraph (the a) of this Section 4.20 (a “Reversion DateFall-Away Period”) and, subsequently, one, or both, of the Rating Agencies withdraws or downgrades its ratings assigned to the Notes cease to have an below the required Investment Grade rating from any two Ratings or an Event of Default (2other than with respect to a suspended covenant) Rating Agenciesoccurs and is continuing, then the Company Xxxxxxx and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenantsthese covenants. The ability of Xxxxxxx and its Restricted Subsidiaries to make Restricted Payments (as defined under Section 4.07 hereof) after the time of such withdrawal, downgrade or Event of Default will be calculated as if the covenant governing Restricted Payments had been in effect during the entire period of time between from the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”Issue Date. Notwithstanding the foregoing, no action taken the continued existence after the end of the Fall-Away Period of facts and circumstances or omitted to be taken by the Company or any of its Subsidiaries or events occurring obligations arising from transactions which occurred during a Suspension Fall-Away Period covered by the Suspended Covenants will give rise to shall not constitute a breach of any covenant set forth in this Indenture or cause a Default or an Event of Default under this Indenture with respect to the Noteshereunder; provided that: (1) with respect Xxxxxxx and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been exist in effect prior to, but not during, the Suspension Period;anticipation of: (A) a ratings withdrawal or downgrade below an Investment Grade Rating; or (B) an Event of Default; and (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company Xxxxxxx and its Restricted Subsidiaries will be permitted to consummate the did not reasonably believe that such transactions contemplated by any agreement would result in such withdrawal or commitment entered into during the relevant Suspension Period, so long as such agreement downgrade or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice Event of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameDefault.

Covenant Suspension. During If at any period of time that after the Issue Date: (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Event of Default has occurred and is continuing under this Indenture at such time (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), then until the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 end of the Suspension Period (as defined below) the Issuer and Section 4.17 the Restricted Subsidiaries will not be applicable subject to the Notes Section 4.03, Section 4.04, Section 4.05, Section 4.07 and Section 5.01(iv) of this Indenture (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Issuer and its the Restricted Subsidiaries are not subject to the Suspended Covenants 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 withdraws its Investment Grade Rating or downgrades the rating assigned to the Notes cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its the Restricted Subsidiaries will thereafter again be subject to the Suspended CovenantsCovenants with respect to future events. The period of time between the Covenant Suspension Date Event and the Reversion Date is referred to herein in this Description of the Notes as the “Suspension Period”. .” Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by that the Suspended Covenants will give rise to a may be reinstated, no Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated deemed to have occurred as though a result of a failure to comply with the covenant described under Section 4.12 had been in effect prior to, but not during, Suspended Covenants during the Suspension Period (or upon termination of the Suspension Period or after that time based solely on events that occurred during the Suspension Period; (2) on ). On the Reversion Date, any all Indebtedness incurred or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (aSection 4.03(c) through (n) under Section 4.13 (to the extent such Indebtedness or Preferred Stock would be permitted to be incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Preferred Stock would not be so permitted to be incurred or issued pursuant to Section 4.13, 4.03(a) or Section 4.03(c) such Indebtedness or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(c)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and throughout the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will reduce the amount available to be made as Restricted Payments under Section 4.04(a)(3) and the items specified in Section 4.04(a)(3)(v) through (3)(z) will increase the amount available to be made under Section 4.04(a)(i). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and Issuer or its Restricted Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give will notify the Trustee prompt written notice of any occurrence in an Officers’ Certificate of a covenant suspension Covenant Suspension Event and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, promptly after the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameoccurrence thereof.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least any two (2) of the Rating Agencies and (ii) no Default (other than any Default that would not constitute a Default following a Covenant Suspension Event (as defined below)) 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 the date thereof being referred to as the “Suspension Date”), (x) the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Guarantees will be automatically and Section 4.17 unconditionally released and discharged and (y) the Lux Co-Issuer and its Restricted Subsidiaries will not be applicable subject to Sections 3.3, 3.4, 3.5 (to the Notes extent the Issuers make an election pursuant to Section 3.5(b)), 3.6, 3.7, 3.8, 3.9, 3.11 and 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. . (b) In the event that that, after a Covenant Suspension Event, the Company and its Subsidiaries are not subject to the Suspended Covenants for Notes no longer have an Investment Grade Rating from any period of time as a result two of the foregoingRating Agencies (the date of such event, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies), then the Company Lux Co-Issuer and its Restricted Subsidiaries will shall thereafter again be subject to the Suspended CovenantsCovenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Date Event and the Reversion Date is referred to herein as the “Suspension Period.”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Cash Proceeds shall be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments will made shall be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, the Suspension Period; . No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless such designation would have complied with Section 3.4 as if Section 3.4 were in effect during such period. In addition, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period shall be classified to have been Incurred or issued pursuant to Section 3.3(b)(iii). In addition, (2i) on for purposes of Section 3.8, all agreements and arrangements entered into by the Lux Co-Issuer and any Restricted Subsidiary with an Affiliate of the Lux Co-Issuer during the Suspension Period prior to such Reversion DateDate shall be deemed to have been entered pursuant to Section 3.8(b)(v), (ii) for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the restrictions contemplated by such Section 3.6 shall be deemed to have been entered pursuant to Section 3.6(i) and (iii) for purposes of Section 3.5, any Indebtedness Lien incurred during the Suspension Period will be classified prior to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on entered into pursuant to clause (7) of the definition of “Permitted Liens.” In addition, any Change of Control during such Suspension Period shall not require a Change of Control Offer during or after the Suspension Period. (e) During the Suspension Period, any reference in the definition of “Unrestricted Subsidiary” or “Permitted Liens” to Section 3.3 or any provision thereof shall be construed as if Section 3.3 had remained in effect since the Issue Date and during the Suspension Period. (f) In addition, during the Suspension Period, the Guarantees will be automatically released and the obligation to grant further Guarantees will be suspended. Upon the Reversion Date, so that it is classified as permitted under clause the obligation to grant Guarantees pursuant to Section 3.11 will be reinstated (2) of Section 4.13; and (3) any Affiliate Transaction entered into after and the Reversion Date pursuant to an agreement entered into during any Suspension Period shall will be deemed to be permitted pursuant the date on which Indebtedness under the Senior Credit Agreement was Incurred or guaranteed, as applicable, for purposes of Section 3.11). (g) Notwithstanding that the Suspended Covenants may be reinstated, no Default or Event of Default will be deemed to clause (iv) have occurred as a result of any failure to comply with the Suspended Covenants during any Suspension Period, and the Lux Co-Issuer and any Subsidiary of the second paragraph Lux Co-Issuer will be permitted, without causing a Default or Event of Default or breach of any of the covenant described Suspended Covenants (notwithstanding the reinstatement thereof) under Section 4.15. On this Indenture, to honor, comply with or otherwise perform any contractual commitments or obligations entered into during a Suspension Period following a Reversion Date and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment shall be made under Section 3.4(a)(C) or Section 3.4(b) and if not permitted by any agreement Section 3.4(a)(C) or commitment entered into during Section 3.4(b), such Restricted Payment shall be deemed permitted by Section 3.4(a)(C) and shall be deducted for purposes of calculating the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Periodamount pursuant to Section 3.4(a)(C) (which in no event shall be reduced to an amount less than zero). The Issuer or One of the Company Issuers shall give provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer any Covenant Suspension Event or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty obligation to (i) monitor the ratings of the Notes, (ii) independently determine whether a or verify if such events have occurred, (iii) make any determination regarding the impact of actions taken during the Suspension Period on any Issuer and its Restricted Subsidiaries’ future compliance with their covenants or (iv) notify the Holders of any Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameDate.

Covenant Suspension. During any period of time that (i) that: a. the Notes have Investment Grade ratings Ratings from at least two (2) of the Rating Agencies and (ii) Agencies, and b. no Default or Event of Default has occurred and is continuing under this Indenture (Indenture, the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” Company and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes following Sections of this Indenture: Section 4.04, Section 4.05, Section 4.07, Section 4.08, clause (x) of the third paragraph (and as referred to in the first paragraph) of Section 4.10, and clause (e) of Section 5.01 (collectively, the “Suspended Covenants”). During the Suspension Period (as defined below), providedthe Note Guaranties will be automatically and unconditionally released and discharged and the obligation to grant additional Note Guarantees under Section 4.14 will be suspended. Solely for the purpose of determining the amount of Permitted Liens under Section 4.06 during any Suspension Period (as defined below) and without limiting the Company’s or any Restricted Subsidiary’s ability to Incur Debt during any Suspension Period, however, to the extent that in no event with the covenant referenced calculations in Section 4.15 cease 4.06 refer to Section 4.04, such calculations shall be applicable before January 1, 2030made as though Section 4.04 remains in effect during the Suspension Period. In the event that the Company and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingsecond preceding sentence and, and on any subsequent date subsequently, one or more of the Rating Agencies withdraw their ratings or downgrade the ratings assigned to the Notes such that two or more Rating Agencies rate the Notes below the required Investment Grade Ratings (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies), then the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoingCovenants for all periods after that withdrawal, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a downgrade, Default or Event of Default under this Indenture and, furthermore, compliance with respect to the Notes; provided that: (1) provisions of Section 4.05 with respect to Restricted Payments made after the applicable Reversion Datetime of the withdrawal, the amount available to be made as Restricted Payments downgrade, Default or Event of Default will be calculated in accordance with the terms of that covenant as though the that covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; , provided that there will not be deemed to have occurred a Default or Event of Default with respect to that covenant during the time (2the “Suspension Period”) that the Company and the Restricted Subsidiaries were not subject to the Suspended Covenants (or after that time based solely on events that occurred during that time). Upon the Reversion Date, any Indebtedness incurred Domestic Restricted Subsidiary that is a guarantor or obligor under the Company’s Credit Agreement shall promptly, and in any event within 5 Business Days, Guarantee the Notes. The Company will give the Trustee written notice of any such suspension of covenants and in any event not later than ten Business Days after such suspension has occurred. In the absence of such notice, the Trustee shall assume that the Suspended Covenants are in full force and effect. On the Reversion Date, all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph of Section 4.13 4.04(a) or one of the clauses set forth in items (a) through (n) under the definition of “Permitted Debt” in Section 4.13 4.04 (to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to Section 4.134.04(a) or one of the clauses set forth in the definition of “Permitted Debt” in Section 4.04, such Indebtedness Debt will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2x) of the definition of “Permitted Debt” in Section 4.13; and (3) any Affiliate Transaction entered into after 4.04. For purposes of determining compliance with Section 4.07 on the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date, the Net Available Cash from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Periodzero. The Issuer or the Company shall will give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During Notwithstanding any period provision of this Indenture or of the Notes to the contrary, if at any time that following the date of this Indenture (ia) the Notes have Investment Grade ratings are rated Baa3 or better by Xxxxx’x or BBB- or better by S&P (or, if either such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from at least two any other “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) of the Exchange Act selected by the Company as a replacement agency), (2) Rating Agencies and (iib) no Default has or Event of Default shall have occurred and is be continuing under this Indenture and (c) the occurrence Company has delivered to the Trustee an Officers’ Certificate to the foregoing effect, then Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11 and 5.01(a)(4) of this Indenture will be suspended and no Default or Event of Default shall result from any failure to comply with any of the events described in provisions of such Sections. During any period that the foregoing clauses Sections have been suspended (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”), the Company’s Board of Directors may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.17 hereof. Notwithstanding the foregoing, no action taken or omitted to be taken by if subsequently the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect ratings assigned to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion DateNotes by both such rating agencies should be below Baa3 and BBB-, the amount available to foregoing covenants will be reinstituted as of and from the earliest date both such ratings were below investment grade. Calculations under the reinstated Section 4.07 hereof will be made as Restricted Payments will be calculated as though the covenant described under if Section 4.12 4.07 had been in effect prior tosince the date of this Indenture except that no Default will be deemed to have occurred solely by reason of a Restricted Payment made while that covenant was suspended. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to clause (2) of the first paragraph definition of “Permitted Debt.” In addition, for purposes of Section 4.13 4.11, all agreements and arrangements entered into by the Company or one any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Company during the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on entered into prior to the Issue Date, so that it is classified as date of this Indenture and permitted under by clause (2) 8) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) 4.11, and for purposes of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date4.08, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment all contracts entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would Period that contain any of the restrictions contemplated by Section 4.08 will be deemed to have been permitted during such Suspension Period. The Issuer or existing on the Company shall give the Trustee prompt written notice date of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samethis Indenture.

Covenant Suspension. (a) During any period of time that (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Default or Event of 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Issuer and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes following provisions of this Indenture: (1) Section 4.09; (2) Section 4.10; (3) Section 4.12; (4) Section 4.13; (5) Section 4.14; (6) Section 4.15; and (7) Section 5.01(a)(iv) (collectively, the “Suspended Specified Covenants”). Upon the occurrence of a Covenant Suspension Event, providedthe amount of Excess Proceeds from Asset Sale Proceeds shall be set at zero. (b) If, howeverafter a Covenant Suspension Event, that in no event with either of the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In Rating Agencies withdraws its rating or downgrades the event that the Company and its Subsidiaries are not subject ratings assigned to the Suspended Covenants for any period of Notes below the required Investment Grade Ratings such that both Rating Agencies at such time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) shall not have assigned to the Notes cease to have an Investment Grade rating from any two (2) Rating Agenciesor a Default or Event of Default occurs and is continuing, then the Company Issuer and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Specified Covenants. The period of time between , compliance with the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Specified Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Datetime of such withdrawal, the amount available to be made as Restricted Payments downgrade, Default or Event of Default will be calculated in accordance with the terms of Section 4.10 as though the such covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant entire period of time from the Issue Date and Excess Proceeds from an Asset Sale shall only include proceeds from any Asset Sale consummated at the time the Specified Covenants were in effect and not proceeds from any Asset Sale consummated during the time that the Issuer and its Restricted Subsidiaries were not subject to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date)Specified Covenants; provided, and to the extent such Indebtedness would however, that there will not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on occurred a Default or Event of Default with respect to the Issue Date, so Specified Covenants during the time that it is classified as permitted under clause the Issuer and its Restricted Subsidiaries were not subject to the Specified Covenants (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) or upon termination of the second paragraph of the covenant described under Section 4.15. On and suspension period or after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into that time based solely on events that occurred during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameperiod).

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuer and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuer shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice of each Covenant Suspension Event or Reversion Date within 5 Business Days of the applicable occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuer or its Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuer must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Issuers and its their 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuers and its their Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuers shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice of each Covenant Suspension Event or Reversion Date within five Business Days of the applicable occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuers or their Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During (a) If during any period of time that (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Default or Event of 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 the date thereof being referred to as the “Suspension Date”)Indenture, the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Issuer and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes following covenants (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in ): (i) Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date 4.07 hereof; (the “Reversion Date”ii) the Notes cease to have an Investment Grade rating from any two Section 4.08 hereof; (2iii) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Section 4.09 hereof; (iv) Section 4.10 hereof; (v) Section 4.11 hereof; and (vi) Section 5.01(a)(iv) hereof. (b) Notwithstanding the foregoing, no action taken if the rating assigned by either such Rating Agency should subsequently decline below Investment Grade Ratings, the foregoing covenants will be reinstituted as of and from the date of such rating decline and any actions taken, or omitted to be taken by taken, before such rating decline that would have been prohibited had the Company foregoing covenants been in effect shall not form the basis for a Default or any an Event of its Subsidiaries or events occurring during a Suspension Period covered by Default. Calculations under Section 4.07 will be made as if Section 4.07 had been in effect since the Suspended Covenants will give rise to a Issue Date except that no Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have occurred solely by reason of a Restricted Payment made while that covenant was suspended. All Indebtedness incurred by the Issuer and its Restricted Subsidiaries while Section 4.09 was suspended that would not have been outstanding on permitted to be incurred under the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period covenant had such covenant been applicable shall be deemed Existing Indebtedness. (c) The Issuer shall deliver promptly to be permitted pursuant to clause (iv) the Trustee an Officer’s Certificate notifying it of the second paragraph of the covenant described any such occurrence under Section 4.15. On 4.19(a) and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same(b).

Covenant Suspension. During (a) If on any period of time that date following the Closing Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, after giving effect to the Covenant Suspension Event and the Suspended Covenants, 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12Guarantees will be automatically and unconditionally released and discharged and Sections 3.3, Section 4.13 3.4, Section 4.15, Section 4.16 and Section 4.17 will not be applicable 3.5(a) (to the Notes extent the Issuer makes an election pursuant to Section 3.5(b)), 3.6, 3.7, 3.8, 3.9, 3.11 and 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in ) shall no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. to such Notes. (b) 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, pursuant to Section 3.15(a) 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will shall thereafter again be subject to the Suspended CovenantsCovenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Date Event and the Reversion Date is referred to herein as the “Suspension Period.”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Cash Proceeds shall be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments will made shall be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, the Suspension Period; (2) on . No Subsidiary may be designated as an Unrestricted Subsidiary during the Reversion DateSuspension Period, any unless such designation would have complied with Section 3.4 as if Section 3.4 were in effect during such period. In addition, all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will shall be classified to have been incurred Incurred or issued pursuant to the first paragraph Section 3.3(b)(iii). In addition, for purposes of Section 4.13 or one 3.8, all agreements and arrangements entered into by the Issuer and any Restricted Subsidiary with an Affiliate of the clauses set forth Issuer during the Suspension Period prior to such Reversion Date shall be deemed to have been entered pursuant to Section 3.8(b)(v), and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the restrictions contemplated by Section 3.6 shall be deemed to have been entered pursuant to Section 3.6(i). In addition, any Change of Control during such Suspension Period shall not require a Change of Control Offer during or after the Suspension Period; provided that if the public notice of an arrangement that could result in items a Change of Control occurs during a Suspension Period and the Notes are rated below Investment Grade by either of the Rating Agencies during the period commencing 60 days prior to such notice until the end of the 60-day period following such notice (awhich 60-day period shall be extended so long as the rating of the Notes is under publicly announced consideration for possible downgrade by either of the Rating Agencies) through then the Issuer shall be required to make a Change of Control Offer upon the Reversion Date. (ne) under During the Suspension Period, any reference in the definition of “Unrestricted Subsidiary” or “Permitted Liens” to Section 4.13 3.3 or any provision thereof shall be construed as if Section 3.3 had remained in effect since the Closing Date and during the Suspension Period. (f) In addition, during the Suspension Period, the Guarantees will be automatically released and the obligation to grant further Guarantees will be suspended. Upon the extent such Indebtedness would Reversion Date, the obligation to grant Guarantees pursuant to Section 3.11 will be permitted to be incurred thereunder as of reinstated (and the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not will be permitted deemed to be incurred pursuant to the date on which any guaranteed Indebtedness was Incurred for purposes of Section 4.133.11). (g) Notwithstanding that the Suspended Covenants may be reinstated, such Indebtedness no Default or Event of Default will be deemed to have been outstanding on occurred as a result of any failure to comply with the Issue DateSuspended Covenants during any Suspension Period, so that it is classified as permitted and the Issuer and any Subsidiary of the Issuer will be permitted, without causing a Default or Event of Default or breach of any of the Suspended Covenants (notwithstanding the reinstatement thereof) under clause (2) of Section 4.13; and (3) this Indenture, to honor, comply with or otherwise perform any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement contractual commitments or obligations entered into during any a Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On following a Reversion Date and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment shall be made under Section 3.4(a)(C) or Section 3.4(b) and if not permitted by any agreement Section 3.4(a)(C) or commitment entered into during Section 3.4(b), such Restricted Payment shall be deemed permitted by Section 3.4(a)(C) and shall be deducted for purposes of calculating the relevant Suspension Period, amount pursuant to Section 3.4(a)(C) (so long as that the amount available under Section 3.4(a)(C) immediately following such agreement or commitment and such consummation would have been permitted during such Suspension PeriodRestricted Payment shall be negative). The Issuer or the Company shall give provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer any Covenant Suspension Event or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty obligation to monitor (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the ratings impact of actions taken during the Notes, determine whether a Suspension Period on the Issuer and its Restricted Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of any Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameDate.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12Guarantees, Section 4.13 if any, Section 4.15will be automatically and unconditionally released and discharged and Sections 3.3, Section 4.16 and Section 4.17 will not be applicable 3.4, 3.5(a) (to the Notes extent the Issuer makes an election pursuant to Sections 3.5(b)), 3.6, 3.7, 3.8, 3.9, 3.11 and 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in ) shall no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. to such Notes. (b) 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, pursuant to Section 3.15(a) and on any subsequent date (the “Reversion Date”) that one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes cease to have below an Investment Grade rating Rating so that the Notes no longer have Investment Grade Ratings from any two (2) such Rating Agencies, then the Company Issuer and its Restricted Subsidiaries will shall thereafter again be subject to the Suspended CovenantsCovenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Date Event and the Reversion Date is referred to herein as the “Suspension Period.”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Cash Proceeds shall be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments will made shall be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, the Suspension Period; (2) on . No Subsidiary may be designated as an Unrestricted Subsidiary during the Reversion DateSuspension Period, any unless such designation would have complied with Section 3.4 as if Section 3.4 were in effect during such period. In addition, all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will shall be classified to have been incurred Incurred or issued pursuant to the first paragraph Section 3.3(b)(iii). In addition, for purposes of Section 4.13 or one 3.8, all agreements and arrangements entered into by the Issuer and any Restricted Subsidiary with an Affiliate of the clauses set forth Issuer during the Suspension Period prior to such Reversion Date shall be deemed to have been entered pursuant to Section 3.8(b)(v), and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the restrictions contemplated by Section 3.6 shall be deemed to have been entered into pursuant to Section 3.6(i). In addition, any Change of Control during such Suspension Period shall not require a Change of Control Offer during or after the Suspension Period; provided that if the public notice of an arrangement that could result in items a Change of Control occurs during a Suspension Period and the Notes no longer have an Investment Grade Rating from one or both of the Rating Agencies during the period commencing 60 days prior to such notice until the end of the 60-day period following such notice (awhich 60-day period shall be extended so long as the rating of the Notes is under publicly announced consideration for possible downgrade by one or both of the Rating Agencies) through then the Issuer shall be required to make a Change of Control Offer upon the Reversion Date. (ne) under During the Suspension Period, any reference in the definition of “Unrestricted Subsidiary” or “Permitted Liens” to Section 4.13 3.3 or any provision thereof shall be construed as if Section 3.3 had remained in effect since the Issue Date and during the Suspension Period. (f) In addition, during the Suspension Period, the Guarantees, if any, will be automatically released and the obligation to grant further Guarantees will be suspended. Upon the extent such Indebtedness would Reversion Date, the obligation to grant Guarantees pursuant to Section 3.11 will be permitted to be incurred thereunder as of reinstated (and the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not will be permitted deemed to be incurred pursuant to the date on which any guaranteed Indebtedness was Incurred for purposes of Section 4.133.11). (g) Notwithstanding that the Suspended Covenants may be reinstated, such Indebtedness no Default or Event of Default will be deemed to have been outstanding on occurred as a result of any failure to comply with the Issue DateSuspended Covenants during any Suspension Period, so that it is classified as permitted and the Issuer and any Subsidiary of the Issuer will be permitted, without causing a Default or Event of Default or breach of any of the Suspended Covenants (notwithstanding the reinstatement thereof) under clause (2) of Section 4.13; and (3) this Indenture, to honor, comply with or otherwise perform any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement contractual commitments or obligations entered into during any a Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On following a Reversion Date and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment shall be made under Section 3.4(a)(C) or Section 3.4(b) and, if not permitted by any agreement Section 3.4(a)(C) or commitment entered into during Section 3.4(b), such Restricted Payment shall be deemed permitted by Section 3.4(a)(C) and shall be deducted for purposes of calculating the relevant Suspension Period, amount pursuant to Section 3.4(a)(C) (so long as that the amount available under Section 3.4(a)(C) immediately following such agreement or commitment and such consummation would have been permitted during such Suspension PeriodRestricted Payment shall be negative). The Issuer or the Company shall give provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer any Covenant Suspension Event or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty obligation to monitor (i) independently determine or verify if such events have occurred, (ii) make any determination regarding the ratings impact of actions taken during the Notes, determine whether a Suspension Period on the Issuer and its Restricted Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of any Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameDate.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 RYAM, Section 4.15, Section 4.16 the Company and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that RYAM, the Company 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then RYAM, the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Company shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after written notice of each Covenant Suspension Event or Reversion Date within 5 Business Days of the applicable occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted have occurred on the Reversion Date as a result of any actions taken by RYAM, the Company or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to clause (iv) of any contractual obligation arising prior to the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, RYAM and the Company and its Subsidiaries will be permitted to consummate must comply with the transactions contemplated by terms of Section 4.11. For purposes of Section 4.05, on the Reversion Date, any agreement consensual encumbrances or commitment consensual restrictions of the type specified in clause (a) or (b) thereof entered into during the relevant Suspension PeriodPeriod will be deemed to have been in effect on the Issue Date, so long as such agreement or commitment and such consummation would have been that they are permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameunder clause (1)(i) thereof.

Covenant Suspension. During If on any period of time that (i) date following the Issue Date the Notes have an Investment Grade ratings Rating from at least two (2) both Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture (Indenture, then beginning on that day and subject to the occurrence provisions of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”)following paragraph, the covenants provisions specifically listed under the following Sections in this Indenture will be suspended: (1) Section 4.124.07, (2) Section 4.08 (3) Section 4.09, (4) Section 4.10, (5) Section 4.11, and (6) clause (a)(ii) of Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes 5.01 (collectively, the “Suspended Covenants”), provided, however, that in no event with . The period during which covenants are suspended pursuant to this Section is called the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. “Suspension Period.” In the event that the Company and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingsecond preceding sentence and, and on any subsequent date (subsequently, one of the “Reversion Date”) Rating Agencies withdraws its ratings or downgrades the rating assigned to the Notes cease to so that the Notes no longer have an Investment Grade rating Ratings from any two (2) both Rating AgenciesAgencies or a Default or Event of Default occurs and is continuing, then the Company and its the Restricted Subsidiaries will from such time and thereafter again be subject to the Suspended Covenants. The Covenants and compliance with the Suspended Covenants with respect to Restricted Investments made and Indebtedness incurred after the time of such withdrawal, Default or Event of Default will be calculated in accordance with the terms of Section 4.07 and Section 4.09 as though such covenant had been in effect during the entire period of time between from the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”Issue Date. Notwithstanding the foregoingforegoing and any other provision of this Indenture, the Notes or the Guarantees, no action taken Default or omitted Event of Default shall be deemed to be taken by exist under this Indenture, the Notes or the Guarantees with respect to the Suspended Covenants based on, and none of the Company or any of its the Subsidiaries shall bear any liability with respect to the Suspended Covenants for, (a) any actions taken or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to (including without limitation any agreements, preferred stock, obligations (including Indebtedness), or of any other facts or circumstances or obligations that were incurred or otherwise came into existence during a Default Suspension Period) or Event of Default under this Indenture with respect to the Notes; provided that: (1b) with respect to Restricted Payments made after the applicable Reversion Date, the amount available any actions required to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, taken at any Indebtedness incurred during the Suspension Period will be classified to have been incurred time pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement contractual obligation entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant a Suspension Period, so long as regardless of whether such agreement actions or commitment and such consummation events would have been permitted if the applicable Suspended Covenants remained in effect during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameperiod.

Covenant Suspension. During Notwithstanding any period provision of this Indenture or of the Notes to the contrary, if at any time that following the date of this Indenture (ia) the Notes have are rated Baa3 or better by Xxxxx’x and BBB- or better by S&P (or, if either such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from any other “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) of the Exchange Act selected by the Company as a replacement agency) (an “Investment Grade ratings from at least two (2Rating”) Rating Agencies and (iib) no Default has or Event of Default shall have occurred and is continuing under this Indenture (then upon delivery by the occurrence Company to the Trustee of an Officers’ Certificate certifying to such events, Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.17 and 5.01(a)(4) of this Indenture will be suspended with respect to the events described in Notes. During any period that the foregoing clauses covenants have been suspended (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension DatePeriod”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Company may not designate any of its Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.17 will not be applicable to or the Notes (collectively, second paragraph of the definition of “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of Unrestricted Subsidiaries.” Notwithstanding the foregoing, and on any subsequent date (the “Reversion Date”) if the Notes cease to have an Investment Grade rating Rating, the foregoing covenants will be reinstituted as of and from the date of such occurrence, except that no Default, Event of Default or breach of any two (2) Rating Agencies, then kind shall be deemed to exist under this Indenture or the Company and its Subsidiaries will thereafter again be subject Notes with respect to the Suspended Covenants. The period suspended covenants based on, and none of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries shall have any liability for, any action taken or events occurring during the Suspension Period, regardless of whether such actions or events would have been permitted if the applicable covenants had remained in effect during such period (or after the reinstatement date based solely on contractual obligations or other events arising during the Suspension Period). For purposes of calculations under the reinstated Section 4.07, Restricted Payments will made during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior todisregarded. Furthermore, but not duringall Indebtedness incurred, the Suspension Period; (2) on the Reversion Dateor Disqualified Stock or Preferred Stock issued, any Indebtedness incurred during the Suspension Period will be classified deemed to have been incurred or issued pursuant to clause (2) of the first paragraph definition of “Permitted Debt.” In addition, for purposes of Section 4.13 4.11, all agreements and arrangements entered into by the Company or one any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Company during the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on entered into prior to the Issue Datedate of this Indenture, so that it is classified as permitted under clause (2) and for purposes of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date4.08, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment all contracts entered into during the relevant Suspension Period, so long as Period that contain any of the restrictions contemplated by such agreement or commitment and such consummation would covenant will be deemed to have been permitted during such Suspension Periodexisting on the date of this Indenture. The Issuer or the Company shall give deliver to the Trustee prompt written notice of any occurrence an Officers’ Certificate notifying it of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer Suspension Period or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratingstermination thereof. The Trustee shall have no duty to (a) monitor the ratings of the Notes, (b) determine whether a Covenant Suspension Event Period or Reversion Date termination thereof has occurred or occurred, (c) notify Holders of any of the sameforegoing or (d) determine the consequences thereof, but may provide a copy of such Officers’ Certificate to any Holder upon request.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12Sections 3.3, Section 4.13 3.4, Section 4.153.6, Section 4.16 3.7, 3.8, and Section 4.17 will not be applicable to the Notes 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in ) shall no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. to such Notes. (b) In the event that the Company Parent Guarantor and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as pursuant to Section 3.15(a) (any such period, a result of the foregoing“Suspension Period”), 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Parent Guarantor and its Restricted Subsidiaries will shall thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that:future events. (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Cash Proceeds shall be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments will made shall be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, during the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred . No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period will unless such designation would have complied with Section 3.4 as if Section 3.4 were in effect during such period. In addition, all Indebtedness Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period shall be classified to have been incurred Incurred or issued pursuant to the first paragraph Section 3.3(b)(iii). In addition, for purposes of Section 4.13 or one 3.8, all agreements and arrangements entered into by Parent Guarantor and any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Parent Guarantor during the Suspension Period and outstanding on the prior to such Reversion DateDate shall be deemed to have been entered into pursuant to Section 3.8(b)(i), and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the extent restrictions contemplated by such Indebtedness would not Section shall be permitted deemed to be incurred have been entered into pursuant to Section 4.133.6(b)(i). (e) During the Suspension Period, such Indebtedness any reference in the definitions of “Permitted Liens” or “Unrestricted Subsidiary” to Section 3.3 or any provision thereof shall be construed as if Section 3.3 had remained in effect since the Issue Date and during the Suspension Period. (f) Notwithstanding that the Suspended Covenants may be reinstated, no Default or Event of Default will be deemed to have been outstanding on occurred as a result of any failure to comply with the Issue DateSuspended Covenants during any Suspension Period, so that it is classified as permitted and Parent Guarantor and any Subsidiary of Parent Guarantor will be permitted, without causing a Default or Event of Default or breach of any of the Suspended Covenants (notwithstanding the reinstatement thereof) under clause (2) of Section 4.13; and (3) this Indenture, to honor, comply with or otherwise perform any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement contractual commitments or obligations entered into during any a Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On following a Reversion Date and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment shall be made under Section 3.4(a)(C) or Section 3.4(b) and if not permitted by any agreement Section 3.4(a)(C) or commitment entered into during Section 3.4(b), such Restricted Payment shall be deemed permitted by Section 3.4(a)(C) and shall be deducted for purposes of calculating the relevant Suspension Period, amount pursuant to Section 3.4(a)(C) (so long as that the amount available under Section 3.4(a)(C) immediately following such agreement or commitment and such consummation would have been permitted during such Suspension PeriodRestricted Payment shall be negative). The Issuer or the Company shall give provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred 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 Parent Guarantor and its Restricted Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of the sameany Covenant Suspension Event or Reversion Date.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12Sections 3.3, Section 4.13 3.4, Section 4.153.6, Section 4.16 3.7, 3.8, 3.11 and Section 4.17 will not be applicable to the Notes 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in ) will no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. to such Notes. (b) In the event that the Company LLC Co-Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as pursuant to Section 3.14(a) (any such period, a result of the foregoing“Suspension Period”), 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company LLC Co-Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that:future events. (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Asset Sales will be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments since the Closing Date will be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, the Suspension Period; (2) on . No Subsidiary may be designated as an Unrestricted Subsidiary during the Reversion DateSuspension Period unless such designation would have complied with Section 3.4 as if Section 3.4 were in effect during such period. In addition, any all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph Section 3.3(b)(iv). In addition, for purposes of Section 4.13 or one 3.8, all agreements and arrangements entered into by the LLC Co-Issuer and any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to LLC Co-Issuer during the Suspension Period and outstanding on the prior to such Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness Date will be deemed to have been outstanding entered into on or prior to the Closing Date, and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the restrictions contemplated by such Section 3.6 will be deemed to have been existing on the Issue Closing Date. (e) During the Suspension Period, any reference in the definitions of “Permitted Liens” and “Unrestricted Subsidiary” to Section 3.3 or any provision thereof will be construed as if Section 3.3 had remained in effect since the Closing Date and during the Suspension Period. (f) During the Suspension Period, the obligation to grant further Guarantees will be suspended. Upon the Reversion Date, so that it is classified as permitted the obligation to grant Guarantees under clause Section 3.11 will be reinstated (2) of Section 4.13; and (3) any Affiliate Transaction entered into after and the Reversion Date pursuant to an agreement entered into during any Suspension Period shall will be deemed to be permitted pursuant the date on which any guaranteed Indebtedness was Incurred for purposes of Section 3.11). (g) Notwithstanding that the Suspended Covenants may be reinstated, no Default or Event of Default will be deemed to clause (iv) have occurred as a result of any failure to comply with the Suspended Covenants during any Suspension Period, and the LLC Co-Issuer and any Subsidiary of the second paragraph of the covenant described under Section 4.15. On and after each LLC Co-Issuer will be permitted, following a Reversion Date, without causing a Default or Event of Default or breach of any of the Company Suspended Covenants (notwithstanding the reinstatement thereof) under this Indenture, to honor, comply with or otherwise perform any contractual commitments or obligations entered into during a Suspension Period following a Reversion Date and its Subsidiaries will be permitted to consummate the transactions contemplated thereby; provided that, to the extent any such commitment or obligation results in the making of a Restricted Payment, such Restricted Payment will be made under Section 3.4(a)(C) or Section 3.4(b) and if not permitted by any agreement Section 3.4(a)(C) or commitment entered into during Section 3.4(b), such Restricted Payment will be deemed permitted by Section 3.4(a)(C) and will be deducted for purposes of calculating the relevant Suspension Period, amount pursuant to Section 3.4(a)(C) (so long as that the amount available under Section 3.4(a)(C) immediately following such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Restricted Payment will be negative). (h) LLC Co-Issuer or the Company shall give will provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred 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 LLC Co-Issuer and its Restricted Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of the sameany Covenant Suspension Event or Reversion Date.

Covenant Suspension. During any period of time that (ia) the Notes have an Investment Grade ratings from at least two (2) Rating Agencies and (iib) no Event of Default has occurred and is continuing under this Indenture (the occurrence Indenture, the Issuer and its Restricted Subsidiaries will not be subject to the provisions of the events Indenture described in the foregoing clauses under: • “—Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock”; • “—Limitation on Restricted Payments”; • “—Limitation on Asset Sales”; • “—Limitation on Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries”; • Clauses (i2) and (ii3) being collectively referred to as a of the first paragraph and clause (3) of the fourth paragraph of “Covenant Suspension EventMerger, Consolidation and Sale of Assets”; • “—Limitation on Transactions with Affiliates”; and • “—Subsidiary Guarantors.” and If the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Issuer and its Restricted Subsidiaries are not subject to the Suspended Covenants these covenants for any period of time as a result of the foregoing, and on any subsequent date previous sentence (the a “Reversion DateFall-Away Period”) and, subsequently, the ratings assigned to the Notes cease to are withdrawn or downgraded so the Notes no longer have an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenantsthese covenants. The ability of the Issuer and its Restricted Subsidiaries to make Restricted Payments after the time of such withdrawal or downgrade will be calculated as if the covenant governing Restricted Payments had been in effect during the entire period of time between from the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”Issue Date. Notwithstanding the foregoing, no action taken the continued existence after the end of the Fall-Away Period of facts and circumstances or omitted to be taken by the Company or any of its Subsidiaries or events occurring obligations arising from transactions which occurred during a Suspension Fall-Away Period covered by shall not constitute a breach of any covenant set forth in the Suspended Covenants will give rise to a Default Indenture or cause an Event of Default under this thereunder. The Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Datewill contain, among others, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.following covenants:

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”). If and while the Issuers and their Restricted Subsidiaries are not subject to the Suspended Covenants, provided, however, that in no event with the Notes will be entitled to substantially less covenant referenced in Section 4.15 cease to be applicable before January 1, 2030protection. In the event that the Company Issuers and its their 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuers and its their Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuers shall promptly upon its occurrence deliver to the Notes; provided that: (1) with respect to Restricted Payments made after Trustee an Officer’s Certificate notifying the applicable Trustee of the occurrence of any Covenant Suspension Event or Reversion Date, and the amount available date thereof. The Trustee shall not have any obligation to be made as Restricted Payments will be calculated as though monitor the covenant described under Section 4.12 had been in effect prior to, but occurrence or dates of any Covenant Suspension Event or Reversion Date and may rely conclusively on such Officer’s Certificate. The Trustee shall not during, have any obligation to notify the holders of the occurrence or dates of any Covenant Suspension Period; (2) on the Event or Reversion Date. On each Reversion Date, any all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (a4.03(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13, 4.03(a) or 4.03(b) such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuers or their Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Company and Section 4.17 will its Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11, 4.18 and 5.01(a)(iii) (collectively, collectively the “Suspended Covenants”). If and while the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants, provided, however, that in no event with the Notes will be entitled to substantially less covenant referenced in Section 4.15 cease to be applicable before January 1, 2030protection. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Company shall promptly upon its occurrence deliver to the Notes; provided that: (1) with respect Trustee, and post to Restricted Payments made after the applicable Company Website, an Officer’s Certificate notifying the Trustee of the occurrence of any Covenant Suspension Event or Reversion Date, and the amount available date thereof. The Trustee shall not have any obligation to be made as Restricted Payments will be calculated as though monitor the covenant described under Section 4.12 had been in effect prior to, but occurrence or dates of any Covenant Suspension Event or Reversion Date and may rely conclusively on such Officer’s Certificate. The Trustee shall not during, have any obligation to notify the holders of the occurrence or dates of any Covenant Suspension Period; (2) on the Event or Reversion Date. On each Reversion Date, any all Indebtedness incurred Incurred or Disqualified Stock issued during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (a4.03(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or Disqualified Stock issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness would not be so permitted to be incurred Incurred or Disqualified Stock issued pursuant to Section 4.134.03(a) or 4.03(b), such Indebtedness or Disqualified Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Company or its Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate shall comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply unutilized Collateral Excess Proceeds and are in full force and effect. There can Excess Proceeds amounts will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During (a) Notwithstanding anything to the contrary in Article VII of this Agreement, if on any period of time that date (i) the Notes Loans have an Investment Grade ratings Rating from at least two (2) either of the 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 the date thereof being referred to as the “Suspension Date”), then, beginning on such date and continuing so long as the covenants specifically listed in Section 4.12Loans have an Investment Grade Rating, Section 4.13 Sections 7.03, Section 4.15, Section 4.16 7.06 and Section 4.17 will not be applicable to the Notes 7.08 (collectively, the “Suspended Covenants”), provided, however, that in ) will no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. during such period (the “Suspension Period”) until the occurrence of the Reversion Date. (b) In the event that the Company Borrower and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) (i) one or more of the Notes cease Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to have the Loans below an Investment Grade rating from Rating (leaving neither of the Rating Agencies with an Investment Grade Rating for the Loans) and/or (ii) the Borrower enters into an agreement to effect a transaction that would result in a Change of Control and one or more of the Rating Agencies indicate that if consummated, such transaction (alone or together with any two related recapitalization or refinancing transactions) would cause such Rating Agency to withdraw its Investment Grade Rating or downgrade the ratings assigned to the Loans below an Investment Grade Rating (2) in either case leaving neither of the Rating AgenciesAgencies with an Investment Grade Rating for the Loans), then the Company Borrower and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants with respect to future events, including, without limitation, a proposed transaction described in this clause (ii). (c) During a Suspension Period, the Borrower and its Restricted Subsidiaries will be entitled to consummate transactions to the extent not prohibited hereunder without giving effect to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “During a Suspension Period”, the covenants that are not Suspended Covenants shall be interpreted as though the Suspended Covenants continue to be applicable during such Suspension Period. For illustrative purposes only, even though Section 7.03 will not be in effect during a Suspension Period, Section 7.01(jj) will be interpreted as though Section 7.03(aa) and 7.03(bb) were still in effect during such Suspension Period. (d) Notwithstanding the foregoing, in the event of any such reinstatement, no action taken or omitted to be taken by Holdings, the Company Borrower or any of its Restricted Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to the NotesAgreement or any other Loan Document; provided that: that (1) with respect to Restricted Payments made after the applicable Reversion Datesuch reinstatement, the amount available to be made as Restricted Payments will be calculated as though the covenant described above under Section 4.12 7.06 had been in effect prior to, but not during, the Suspension Period; ; (2) on the Reversion Dateall Indebtedness incurred, any Indebtedness incurred or Disqualified Equity Interests issued, during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred issued pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.137.03(b)(i); and and (3) any transaction with an Affiliate Transaction entered into after the Reversion Date such reinstatement pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same7.08(k).

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuer and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuer shall provide the Notes; provided that: (1) Trustee with respect notice of each Covenant Suspension Event or Reversion Date within five Business Days of the occurrence thereof. The Trustee shall have no duty to Restricted Payments made after monitor or provide notice to the applicable holders of the Notes of any such Covenant Suspension Event or Reversion Date, nor shall it have any obligation to monitor the amount available to be made as Restricted Payments will be calculated as though ratings of the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Notes. On each Reversion Date, any all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 Sections 4.03(a) or one of the clauses set forth in items (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuer or its Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuer must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During any period of time that On and after the first day (isuch date, the “Suspension Date”) that: (a) the Notes have Investment Grade ratings Ratings from at least two both Rating Agencies, and (2) Rating Agencies and (iib) no Default or Event of Default has occurred and is continuing under this Indenture Indenture, the Parent Guarantor and the Restricted Subsidiaries shall not be subject to the following Sections of this Indenture: Section 4.04, Section 4.05, Section 4.07, Section 4.08, Section 4.09, Section 4.12 (but only with respect to any Person that would be required to become a Guarantor after the occurrence date of the events described in commencement of the foregoing clauses (iapplicable Suspension Period) and clause (iid) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in of Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes 5.02 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Parent Guarantor and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, subsequently, one or both of the Rating Agencies withdraws its ratings or downgrades the ratings assigned to the Notes below the required Investment Grade Ratings or a Default or Event of Default occurs and on any subsequent is continuing (the date (of such ratings withdrawal or downgrade or the occurrence of such Default or Event of Default, the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies), then the Company Parent Guarantor and its the Restricted Subsidiaries will shall thereafter again be subject to the Suspended CovenantsCovenants for all periods after that withdrawal, downgrade, Default or Event of Default; 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 based on, and none of the Parent Guarantor or any of its Subsidiaries shall bear any liability for, any actions taken or events occurring during the Suspension Period (as defined below), regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”.” The Issuer shall give the Trustee written notice of any such suspension of covenants and in any event not later than five Business Days after such suspension has occurred. Notwithstanding In the foregoingabsence of such notice, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by Trustee shall assume that the Suspended Covenants will give rise to a Default or Event are in full force and effect. Compliance with the provisions of Default under this Indenture with respect to the Notes; provided that: (1) Section 4.05 with respect to Restricted Payments made after the applicable Reversion DateDate shall be calculated in accordance with the terms of Section 4.05 as though such section had been in effect during the entire Suspension Period. Accordingly, Restricted Payments made during the Suspension Period shall reduce the amount available to be made as Restricted Payments will under the first paragraph of Section 4.05. Solely for the purpose of determining the amount of Permitted Liens under Section 4.06 during any Suspension Period and without limiting the Parent Guarantor’s or any Restricted Subsidiary’s ability to Incur Debt during any Suspension Period, to the extent that calculations in Section 4.06 refer to Section 4.04, such calculations shall be calculated made as though the covenant described under Section 4.12 had been 4.04 remains in effect prior to, but not during, during the Suspension Period; (2) on . On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will shall be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 4.04 or one of the clauses set forth in items of paragraph (ab) through (n) under of Section 4.13 4.04 (to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.134.04 or one of the clauses of paragraph (b) of Section 4.04, such Indebtedness will Debt shall be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2x) of paragraph (b) of Section 4.13; and (3) any Affiliate Transaction entered into after 4.04. For purposes of determining compliance with Section 4.07, on the Reversion Date pursuant to an agreement entered into during any Suspension Period Date, the Net Available Cash from all Asset Sales not applied in accordance with Section 4.07 shall be deemed to be permitted pursuant reset to clause (iv) of the second paragraph of the covenant described under Section 4.15zero. On and after each Reversion Date, the Company and its No Subsidiaries will may be permitted to consummate the transactions contemplated by designated as Unrestricted Subsidiaries during any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During From any period of date (the “Suspension Date”) and during any time that that: (ia) the Notes have an Investment Grade ratings rating from at least any two (2) Rating Agencies Agencies, and (ii) no Event of 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 the date thereof being referred to as the “Suspension Date”)continuing, the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Guarantor and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes Sections 4.07, 4.08, 4.11, 4.12, 4.14, 4.15 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Guarantor and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating Rating from any two (2) Rating Agencies, then the Company Guarantor and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. .” Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by that the Suspended Covenants will give rise to a Default or may be reinstated, no Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated deemed to have occurred as though a result of a failure to comply with any of the covenant described under Section 4.12 had been in effect prior to, but not during, Suspended Covenants during the Suspension Period (or upon termination of the Suspension Period or after that time based solely on events that occurred during the Suspension Period; (2) on ). On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph of Section 4.13 4.07(a) or one of the clauses set forth in items (ai) through (nxiv) under of Section 4.13 4.07(b) (to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred the Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to Section 4.134.07, such Indebtedness Debt will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period4.07(b)(vii). The Issuer Company or the Company shall Guarantor will give the Trustee prompt written notice of any notification upon the occurrence of a covenant suspension and in or any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. (a) During any period of time that (i) both the Notes have Corporate Rating and the Family Rating, respectively, applicable to the Borrower are Investment Grade ratings from at least two Ratings (2) Rating Agencies an “Investment Grade Ratings Designation”); and (ii) no Event of Default has occurred and is continuing under this Indenture (at the occurrence time of such Investment Grade Ratings Designation, the events described in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” Borrower and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes following Sections of this Agreement: Section 7.02, Section 7.03, Section 7.05, Section 7.06, Section 7.08, Section 7.09, Section 7.13, and, solely with respect to the Initial Term Facility, any Incremental Facility or any other Tranche of Term Commitments or Term Loans, Section 7.11 (collectively, the “Suspended Covenants”). (b) Solely for the purpose of determining the amount of Liens permitted under Section 7.01 during any Suspension Period (as defined below) and without limiting the Borrower’s or any Restricted Subsidiary’s ability to incur Indebtedness during any Suspension Period, provided, however, to the extent that in no event with the covenant referenced calculations in Section 4.15 cease 7.01 refer to Section 7.03, such calculations shall be applicable before January 1, 2030made as though Section 7.03 remains in effect during the Suspension Period. In the event that the Company Borrower and its the Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingparagraph (a) of this Section 7.14 and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Borrower below the required Investment Grade rating from any two (2) Rating AgenciesRatings, then the Company Borrower and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date first date on which the conditions set forth in paragraph (a) of this Section 7.14 to the suspension of covenants are satisfied and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by that the Suspended Covenants will give rise to a may be reinstated, no Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated deemed to have occurred as though a result of a failure to comply with the covenant described under Section 4.12 had been in effect prior to, but not during, Suspended Covenants during the Suspension Period; (2) on . On the Reversion Date, any Indebtedness all Investments or Indebtedness, as the case may be, incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 7.02 or Section 7.03 (to the extent such Indebtedness Investment or Indebtedness, respectively, would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to the Investment made or Indebtedness incurred incurred, as applicable, prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Investment or Indebtedness would not be permitted to be incurred pursuant to one of the clauses set forth in Section 4.137.02 or Section 7.03, respectively, such Investment or Indebtedness will be deemed to have been outstanding on the Issue Closing Date, so that it is classified as permitted under clause (2f) of Section 4.13; and 7.02 or clause (3d) any Affiliate Transaction entered into of Section 7.03, as the case may be. Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 7.06 will be made as though Section 7.06 had been in effect during any the entire period of time from the Closing Date. Accordingly, Restricted Payments made during the Suspension Period shall be deemed will reduce the amount available to be permitted pursuant to made as Restricted Payments under clause (ivf) of Section 7.06 following any Reversion Date, and the items specified in clauses (a) through (f) of the second paragraph definition of Cumulative Credit will increase the covenant described under Section 4.15. On and after each amount available to be used pursuant thereto following any Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During Notwithstanding anything in this Agreement to the contrary, during any period of time that when (ix) the Notes have Investment Grade ratings Borrower (or its successor) satisfies the Ratings Condition and is rated by two Rating Agencies, or from at least any two (2) or three Rating Agencies in the event the Borrower is rated by three Rating Agencies and (iiy) 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 such event, a “Covenant Suspension Event” ”), Parent (solely in the case of Section 6.07), the Borrower and its Restricted Subsidiaries will not be required to comply with the date thereof being referred to as terms of Section 6.01, the Permitted Receivables Financing Cap, Section 6.04, Section 6.06, Section 6.07, Section 6.08, Section 6.09 and Section 6.11 (the covenants in such Sections, the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”); provided that (x) for purposes of compliance with Section 6.02, providedif Section 6.02 references any portion of Section 6.01, however, that in no event with the covenant referenced such limitation or restriction included in Section 4.15 cease 6.01 will continue to apply under Section 6.02 as if Section 6.01 was in effect and any failure to comply with such limitations or restrictions shall be applicable before January 1, 2030a default under Section 7.01(d) and (y) the 75% cash consideration requirement set forth in Section 6.05(k) shall be calculated on an aggregate basis with respect to all Dispositions made under such covenant from and after the Effective Date and until the Reversion Date. In the event that Parent, the Company Borrower and its Restricted Subsidiaries are not subject required to comply with the Suspended Suspension Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating AgenciesRatings Condition is not satisfied, then Parent (solely with respect to Section 6.07), the Company Borrower and its Restricted Subsidiaries will thereafter again be subject required to comply with the Suspension Covenants with respect to any future events or transactions. Notwithstanding that the Suspension Covenants may be reinstated, no Default, Event of Default or breach of any kind shall be deemed to exist under any Loan Document with respect to the Suspended Covenants. The period Suspension Covenants and none of time between Parent (solely with respect to Section 6.07), the Suspension Date Borrower and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action its Restricted Subsidiaries shall bear any liability for any actions taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during the Suspension Period, or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date, as a result of a failure to comply with the Suspension Covenants during the Suspension Period covered by (or upon termination of the Suspended Covenants will give rise to a Default Suspension Period or Event of Default under this Indenture with respect to after that time based solely on events that occurred during the Notes; provided that: Suspension Period). It is understood and agreed that (1a) with respect to Restricted Payments or payments of Junior Financing made on or after the applicable Reversion Date, the amount available to be made as of Restricted Payments and Junior Financing made will be calculated as though the covenant described under in Section 4.12 6.08(a) or Section 6.08(b) had been in effect prior to, but not during, during the Suspension Period; , (2b) on the Reversion Date, any all Indebtedness incurred or issued during the Suspension Period will be classified to have been incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items 6.01(a)(ii), (ac) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to all Investments completed during the Suspension Period and outstanding on the Reversion Date), and will be classified to the extent such Indebtedness would not be permitted to be have been incurred or issued pursuant to Section 4.136.04(f), such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3d) any Affiliate Transaction transaction prohibited pursuant to Section 6.07 entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iva)(i) of Section 6.07 and (e) any transaction with an Affiliate entered into after the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted Date pursuant to consummate the transactions contemplated by any an agreement or commitment entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (viii) of Section 6.09. No subsidiary may be designated as an Unrestricted Subsidiary during the relevant continuance of a Covenant Suspension PeriodEvent, so long unless such designation would have complied with Section 6.04 of this Agreement as if such agreement or commitment and such consummation Section 6.04 would have been permitted during such Suspension Period. The Issuer or in effect for the Company shall give purposes of designating Unrestricted Subsidiaries from the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after Effective Date to the occurrence date of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samedesignation.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Company and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11, 5.01(a)(iv) and 5.01(b) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Company shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice of each Covenant Suspension Event or Reversion Date within 5 Business Days of the applicable occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) and (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to 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 the amount available to be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). No Default or Event of Default will be deemed to have occurred on the Reversion Date as a result of any actions taken by the Company or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date that were permitted by this Indenture at such time, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, the Company must comply with the terms of Section 4.11. For purposes of Section 4.05, on the Reversion Date, any consensual encumbrances or consensual restrictions of the type specified in clause (2a) or (b) thereof entered into during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under clause (1)(i) thereof. For purposes of Section 4.13; and (3) 4.07, any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement a contract, agreement, loan, advance or guaranty with, or for the benefit of, any Affiliate of the Company entered into during any the Suspension Period shall will be deemed to be permitted pursuant to have been in effect as of the Issue Date for purposes of clause (ivb)(vi) thereof. For purposes of Section 4.06, on the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12Sections 3.3, Section 4.13 3.4, Section 4.153.6, Section 4.16 3.7, 3.8 and Section 4.17 will not be applicable to the Notes 4.1(a)(iv) (collectively, the “Suspended Covenants”), provided, however, that in ) will no event with the covenant referenced in Section 4.15 cease to longer be applicable before January 1, 2030. to such Notes. (b) 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 pursuant to Section 3.17(a) (any such period, a result of the foregoing“Suspension Period”), 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuer and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that:future events. (1c) with Upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Asset Sales will be reset at zero. (d) With respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as of Restricted Payments since the Issue Date will be calculated as though the covenant described under Section 4.12 3.4 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date. In addition, any all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph Section 3.3(b)(iv). In addition, for purposes of Section 4.13 or one 3.8, all agreements and arrangements entered into by the Issuer and any Restricted Subsidiary with an Affiliate of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to Issuer during the Suspension Period and outstanding on the prior to such Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness Date will be deemed to have been outstanding entered into on or prior to the Issue Date, and for purposes of Section 3.6, all contracts entered into during the Suspension Period prior to such Reversion Date that contain any of the restrictions contemplated by such Section 3.6 will be deemed to have been existing on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and. (3e) During the Suspension Period, any Affiliate Transaction entered into after reference in the definitions of “Permitted Liens” and “Unrestricted Subsidiary” to Section 3.3 or any provision thereof will be construed as if Section 3.3 had remained in effect since the Issue Date and during the Suspension Period. (f) During the Suspension Period, the obligation to grant further Subsidiary Guarantees will be suspended. Upon the Reversion Date, the obligation to grant Subsidiary Guarantees under Section 3.11 will be reinstated (and the Reversion Date pursuant to an agreement entered into during any Suspension Period shall will be deemed to be permitted pursuant the date on which any guaranteed Indebtedness was Incurred for purposes of Section 3.11). (g) Notwithstanding that the Suspended Covenants may be reinstated, no Default or Event of Default will be deemed to clause (iv) have occurred as a result of any failure to comply with the Suspended Covenants during any Suspension Period, and the Issuer and any Subsidiary of the second paragraph of the covenant described under Section 4.15. On and after each Issuer will be permitted, following a Reversion Date, without causing a Default or Event of Default or breach of any of the Company Suspended Covenants (notwithstanding the reinstatement thereof) under this Indenture, to honor, comply with or otherwise perform any contractual commitments or obligations entered into during a Suspension Period following a Reversion Date and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. thereby. (h) The Issuer or the Company shall give will provide an Officer’s Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after indicating the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred 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 Issuer and its Restricted Subsidiaries’ future compliance with their covenants or (iii) notify the Holders of any Covenant Suspension Event or Reversion Date. (i) For the sameavoidance of doubt, the MYT Covenants, the MYT Waterfall and the other provisions contained in the MYT Third Lien Notes Pledge Agreement will remain in place during any Suspension Period.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company MHGE 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company MHGE Holdings and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuers shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice of each Covenant Suspension Event or Reversion Date within 5 Business Days of the applicable occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items Sections 4.03(a) and (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.Sections

Covenant Suspension. During The Issuers shall have no obligation to obtain or maintain ratings for the Notes; provided, however, that if on any period of time that date following the Issue Date, (i) the Notes have Issuers obtain Investment Grade ratings Ratings for the Notes from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Issuers and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Issuers 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Issuers and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuers shall provide the Notes; provided that: (1) Trustee with respect to Restricted Payments made after notice in the applicable form of an Officer’s Certificate executed by each Issuer of each Covenant Suspension Event or Reversion Date within five Business Days of the occurrence thereof. On each Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior toall Indebtedness Incurred, but not duringor Disqualified Stock or Preferred Stock issued, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 Sections 4.03(a) or one of the clauses set forth in items (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.13Sections 4.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into 4.03(b)(iii). Calculations made after the Reversion Date pursuant of the amount available to an agreement entered into be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period. Accordingly, Restricted Payments made during any the Suspension Period shall will not reduce the amount available to be made as Restricted Payments under Section 4.04(a). As described above, however, no Default or Event of Default under the Suspended Covenants will be deemed to be permitted pursuant to clause (iv) have occurred on the Reversion Date as a result of any actions taken by the second paragraph Issuers or the Restricted Subsidiaries during the Suspension Period. Within 30 days of the covenant described under Section 4.15. On and after each such Reversion Date, the Company and its Subsidiaries will be permitted to consummate Issuers must comply with the transactions contemplated by any agreement or commitment entered into during terms of Section 4.11. For purposes of Section 4.06, on the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can unutilized Excess Proceeds amount will be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty reset to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. (a) During any Suspension Period, the Company and its Restricted Subsidiaries shall not be subject to, and no Event of Default shall occur based on any breach by the Company or a Restricted Subsidiary of, the provisions of Sections 5.12, 5.14, 5.16, 5.18, 5.20, 5.21 and 5.23, and paragraphs (3) and (4) of Section 11.01. Subject to the preceding sentence, (i) for purposes of Section 5.12, (A) any Restricted Payments made on or after a Reversion Date shall be calculated as if such covenant had been in 56 effect during the entire period of time that (i) from the Notes have Investment Grade ratings from at least two (2) Rating Agencies Initial Issuance Date, and (iiB) no Default has occurred and is continuing under this Indenture (the occurrence such covenant shall not prohibit any payments in respect of the events described any Indebtedness incurred during any Suspension Period that ranks junior in the foregoing clauses (i) and (ii) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable right of payment to the Notes (collectively, provided that any such payments shall be taken into account for purposes of calculating the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that ability of the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date (the “Reversion Date”) the Notes cease to have an Investment Grade rating from any two (2) Rating Agencies, then the Company and its Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to make other Restricted Payments made after the applicable Reversion Datehereunder); (ii) for purposes of Section 5.14, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any all Indebtedness incurred during the applicable Suspension Period will shall be classified deemed to have been incurred (A) pursuant to the first paragraph Section 5.14(a) or an applicable provision of Section 4.13 or one of 5.14(b), as determined by the clauses set forth in items (a) through (n) under Section 4.13 Company (to the extent that such Indebtedness would be permitted to be incurred thereunder under any such provision as of the Reversion Date and after giving effect to any Indebtedness incurred prior to during the Suspension Period and outstanding on the Reversion Date), and (B) to the extent such Indebtedness would not permitted by clause (A), shall be permitted deemed to be incurred pursuant to Indebtedness existing on the Initial Issuance Date; and (iii) for purposes of compliance with Section 4.135.23, such Indebtedness will any activities engaged in by the Company and its Restricted Subsidiaries on the Reversion Date shall be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, engaged in by the Company and its Restricted Subsidiaries will be permitted to consummate on the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment date of this Indenture. (b) On and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such noticefirst Suspension Date, if any, to occur, the Trustee Guarantor shall assume no longer be subject to, and no Event of Default shall occur based on any breach by the Suspended Covenants apply Guarantor of, Sections 5.02, 5.09, 5.11, 5.22 and are in full force and effect5.24. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.ARTICLE SIX REMEDIES

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have an Investment Grade ratings Rating from at least two (2) Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture then continuing, then, upon delivery by the Company to the Trustee of an Officers’ Certificate to the foregoing effect, the Company and the Restricted Subsidiaries will no longer be subject to the following covenants: (1) Section 4.7; (2) Section 4.8; (3) Section 4.9; (4) Section 4.10; (5) Section 4.11; (6) Section 4.15; and (7) Section 5.1(a)(3). During any period that the foregoing covenants have been suspended, the Company shall not designate any of the Company’s Subsidiaries as Unrestricted Subsidiaries pursuant to Section 4.16 unless such designation would have complied with Section 4.7 as if such covenant were in effect during such period. Upon the occurrence of a covenant suspension, the events described amount of Excess Proceeds from Net Available Proceeds shall be reset at zero. During any period that the foregoing covenants have been suspended, any reference in the foregoing clauses (i) and (ii) being collectively referred to as a definition of “Covenant Suspension EventUnrestricted Subsidiary” and the date thereof being referred to as the or “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable Permitted Liens” to the Notes covenant described under “—Limitation on Debt” or any provision thereof shall be construed as if such covenant had remained in effect since the Issue Date and during such period. (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company and its Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of b) Notwithstanding the foregoing, and on any subsequent date (the “Reversion Date”) if the Notes cease to have an Investment Grade rating Rating from any two (2) Rating Agencies, then the Company foregoing covenants will be reinstated as of and its Subsidiaries will thereafter again be from the date of such rating decline, subject to further suspension in the Suspended Covenantsfuture upon the satisfaction of the conditions described in Section 4.17(a) above. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred Any Debt Incurred during the Suspension Period period when the covenants are suspended will be classified to have as having been incurred Incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to 4.9(a). To the extent such Indebtedness Debt would not be so permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13Incurred, such Indebtedness Debt will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (24) of Section 4.13; and 4.9(b). Calculations under the reinstated Section 4.7 will be made as if Section 4.7 had been in effect prior to, but not during, the period during which such covenant was suspended. In addition: (3i) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement for purposes of Section 4.8, all contracts entered into during a suspension period that contain any Suspension Period shall of the restrictions contemplated by such covenant will be deemed to be permitted have been entered into pursuant to clause (iv1) of Section 4.8(b); (ii) for purposes of Section 4.12, any Lien Incurred during a suspension period will be deemed to have been entered into pursuant to clause (10) of the second paragraph definition of “Permitted Liens”; and (iii) for purposes of Section 4.11, all agreements and arrangements entered into by the Company or any Restricted Subsidiary with an Affiliate of the covenant described under Company during such period will be deemed to have been entered into pursuant to clause (1) of Section 4.154.11(b). On No Default or Event of Default will be deemed to have occurred with respect to the suspended covenants as a result of any actions taken by the Company or its Restricted Subsidiaries during the period when such covenants are suspended, and after each Reversion Date, the Company and its Subsidiaries any Subsidiary of the Company will be permitted permitted, without causing a Default or Event of Default or breach of any of the suspended covenants (notwithstanding the reinstatement thereof) under this Indenture, to honor, comply with or otherwise perform any contractual commitments or obligations entered into during the period when such covenants are suspended following a downgrade and to consummate the transactions contemplated by thereby. (c) Promptly following the occurrence of any agreement suspension or commitment entered into during reinstatement of the relevant Suspension Periodcovenants as described above, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give provide an Officers’ Certificate to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of regarding such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratingsoccurrence. The Trustee shall have no duty obligation to monitor the ratings of the Notes, independently determine whether or verify if a Covenant Suspension Event suspension or Reversion Date reinstatement has occurred or notify the Holders of any suspension or reinstatement. The Trustee may provide a copy of such Officers’ Certificate to any Holder of the sameNotes upon written request.

Covenant Suspension. (a) During any period of time that (ix) the Notes have an Investment Grade ratings from at least two (2) Rating Agencies and (iiy) no Event of Default has occurred and is continuing under this Indenture (Supplemental Indenture, the occurrence of the events described in the foregoing clauses (iCompany and its Restricted Subsidiaries shall not be subject to Sections 4.06, 4.07, 4.08, 4.09, 4.11, 4.14, 5.01(2), 5.01(3) and (ii5.02(3) being collectively referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that . (b) If the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoing, and on any subsequent date previous sentence (the a “Reversion DateFall-Away Period”) and, subsequently, the ratings assigned to the Notes cease to are withdrawn or downgraded so the Notes no longer have an Investment Grade rating from Rating, any two (2) Rating Agencies, such date a “Reversion Date,” then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The ability of the Company and its Restricted Subsidiaries to make Restricted Payments after the Reversion Date will be calculated as if the covenant governing Restricted Payments had been in effect during the entire period of time between from the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”Issue Date. Notwithstanding the foregoing, no action taken the continued existence after the end of the Fall-Away Period of facts and circumstances or omitted to be taken by the Company or any of its Subsidiaries or events occurring obligations arising from transactions which occurred during a Suspension Fall-Away Period covered by the shall not constitute a breach of any Suspended Covenants will give rise to a Default Covenant set forth in this Supplemental Indenture or cause an Event of Default under this Indenture with respect to the Notes; provided that:thereunder. (1c) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been in effect prior to, but not during, the Suspension Period; (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of the event of any occurrence of a covenant suspension and in any event Fall-Away Period not later than five Business Days after the occurrence of such covenant suspensiondate. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the same.

Covenant Suspension. During (a) If on any period of time that date following the Issue Date (i) the Notes have Investment Grade ratings Ratings from at least two (2) 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 the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 Company and Section 4.17 its Restricted Subsidiaries will not be applicable subject to the Notes Section 4.07, Section 4.08, Section 4.09, Section 4.10, Section 4.11, Section 4.17 and clause (4) of Section 5.01(a) hereof (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. . (b) 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”) two or more Rating Agencies have withdrawn their Investment Grade Rating or assigned to the Notes cease to have a rating below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. Covenants under this Indenture with respect to future events. (c) The period of time between the occurrence of a Covenant Suspension Date Event and the Reversion Date is referred to herein in this description as the “Suspension Period”.” Additionally, upon the occurrence of a Covenant Suspension Event, the amount of Excess Proceeds from Net Proceeds shall be reset to zero. Notwithstanding In the foregoingevent of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: that (1) with respect to Restricted Payments made after the applicable Reversion Dateany such reinstatement, the amount available to be made as of Restricted Payments made will be calculated as though the covenant described under Section 4.12 4.07 hereof had been in effect prior to, but not during, during the Suspension Period; Period provided that any Subsidiaries designated as Unrestricted Subsidiaries during the Suspension Period shall automatically become Restricted Subsidiaries on the Reversion Date (subject to the Company’s right to subsequently designate them as Unrestricted Subsidiaries in compliance with Article 4 hereof) and (2) on the Reversion Dateall Indebtedness incurred, any Indebtedness incurred or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted issued pursuant to clause (iv3) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries will be permitted to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. 4.09(b) hereof. (d) The Issuer or the Company shall give provide a written notice to the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after upon the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or a Reversion Date has occurred or notify Holders of the sameDate.

Covenant Suspension. During any period of time (any such period, a “Suspension Period”) that (i) the Notes have ratings assigned to the Securities by both of the Rating Agencies are Investment Grade ratings from at least two (2) Rating Agencies Ratings and (ii) no Default or Event of 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” continuing, Parent and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes covenants set forth in Sections 1010, 1011, 1012, 1013, 1015(i)(a), 1016, 1017 (other than the first two sentences thereof), 1018, 801(3), 803(3) and clause (b) of the first sentence of Section 1019 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that Parent and the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Securities below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then Parent and the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period Covenants and calculations of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments under Section 1012 will be calculated made as though the covenant described under Section 4.12 1012 had been in effect prior to, but not during, during the Suspension Period; (2) on entire period of time from the Measurement Date. On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 1010 or one of the clauses set forth in items paragraph (b) of Section 1010 or paragraph (a) through of Section 1011 or one of the clauses set forth in paragraph (nb) under of Section 4.13 1011 (in each case to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.131010 or one of the clauses set forth in paragraph (b) of Section 1010 or paragraph (a) of Section 1011 or one of the clauses set forth in paragraph (b) of Section 1011, such Indebtedness Debt will be deemed to have been outstanding on the Issue Measurement Date, so that it is classified as permitted under clause (2Section 1010(b)(v) or Section 1011(b)(iii). If the Incurrence of any Debt by a Restricted Subsidiary during the Suspension Period would have been prohibited or conditioned upon such Restricted Subsidiary entering into a Note Guarantee and an Offering Proceeds Note Guarantee had Section 4.13; and (3) any Affiliate Transaction entered 1010 and Section 1011 been in effect at the time of such Incurrence, such Restricted Subsidiary shall enter into a Note Guarantee and an Offering Proceeds Note Guarantee that are senior to or pari passu with such Debt within ten days after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date. For purposes of determining compliance with Section 1016 on the Reversion Date, the Net Available Proceeds from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause zero. Notwithstanding the foregoing, neither (iva) the continued existence, after the date of such withdrawal or downgrade, of facts and circumstances or obligations that were Incurred or otherwise came into existence during a Suspension Period nor (b) the second paragraph performance of any such obligations, shall constitute a breach of any covenant set forth in the covenant described under Section 4.15Indenture or cause a Default or Event of Default thereunder; provided, however, that (1) Parent and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of a withdrawal or downgrade below investment grade, (2) Parent reasonably believed that such Incurrence or actions would not result in such a withdrawal or downgrade and (3) if so required each Restricted Subsidiary shall have entered into a Note Guarantee and an Offering Proceeds Note Guarantee within the specified time period. On For purposes of clauses (1) and after each Reversion Date(2) in the preceding sentence, anticipation and reasonable belief may be determined by Parent and shall be conclusively evidenced by a Board Resolution to such effect adopted in good faith by the Board of Directors of Parent. In reaching their determination, the Company and its Subsidiaries will be permitted to consummate Board of Directors of Parent may, but need not, consult with the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameRating Agencies.

Covenant Suspension. During any period of time (any such period, a “Suspension Period”) that (i) the Notes have ratings assigned to the Securities by both of the Rating Agencies are Investment Grade ratings from at least two (2) Rating Agencies Ratings and (ii) no Default or Event of 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” continuing, Parent and the date thereof being referred to as the “Suspension Date”), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 Restricted Subsidiaries will not be applicable subject to the Notes covenants set forth in Sections 1010, 1011, 1012, 1013, 1015(i)(a), 1016, 1017 (other than the first two sentences thereof), 1018, 801(3), 803(3) and clause (b) of the first sentence of Section 1019 (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that Parent and the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants for any period of time as a result of the foregoingpreceding sentence and, and on any subsequent date (the “Reversion Date”) ), one or both of the Notes cease Rating Agencies withdraws its ratings or downgrades the ratings assigned to have an the Securities below the required Investment Grade rating from any two (2) Rating AgenciesRatings or a Default or Event of Default occurs and is continuing, then Parent and the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period Covenants and calculations of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to the Notes; provided that: (1) with respect to Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments under Section 1012 will be calculated made as though the covenant described under Section 4.12 1012 had been in effect prior to, but not during, during the Suspension Period; (2) on entire period of time from the Measurement Date. On the Reversion Date, any Indebtedness incurred all Debt Incurred during the Suspension Period will be classified to have been incurred Incurred pursuant to the first paragraph (a) of Section 4.13 1010 or one of the clauses set forth in items paragraph (b) of Section 1010 or paragraph (a) through of Section 1011 or one of the clauses set forth in paragraph (nb) under of Section 4.13 1011 (in each case to the extent such Indebtedness Debt would be permitted to be incurred Incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Debt Incurred prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness Debt would not be permitted to be incurred Incurred pursuant to paragraph (a) of Section 4.131010 or one of the clauses set forth in paragraph (b) of Section 1010 or paragraph (a) of Section 1011 or one of the clauses set forth in paragraph (b) of Section 1011, such Indebtedness Debt will be deemed to have been outstanding on the Issue Measurement Date, so that it is classified as permitted under clause (2Section 1010(b)(v) or Section 1011(b)(iii). If the Incurrence of any Debt by a Restricted Subsidiary during the Suspension Period would have been prohibited or conditioned upon such Restricted Subsidiary entering into a Note Guarantee and an Offering Proceeds Note Guarantee had Section 4.13; and (3) any Affiliate Transaction entered 1010 and Section 1011 been in effect at the time of such Incurrence, such Restricted Subsidiary shall enter into a Note Guarantee and an Offering Proceeds Note Guarantee that are senior to or pari passu with such Debt within ten days after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall Date. For purposes of determining compliance with Section 1016 on the Reversion Date, the Net Available Proceeds from all Asset Sales not applied in accordance with the covenant will be deemed to be permitted pursuant reset to clause zero. Notwithstanding the foregoing, neither (iva) the continued existence, after the date of such withdrawal or downgrade, of facts and circumstances or obligations that were Incurred or otherwise came into existence during a Suspension Period nor (b) the performance of any such obligations, shall constitute a breach of any covenant set forth in the Indenture or cause a Default or Event of Default thereunder; provided, however, that (1) Parent and its Restricted Subsidiaries did not Incur or otherwise cause such facts and circumstances or obligations to exist in anticipation of a withdrawal or downgrade below investment grade, (2) Parent reasonably believed that such Incurrence or actions would not result in such a withdrawal or downgrade and (3) if so required each Restricted Subsidiary shall have entered into a Note Guarantee and an Offering Proceeds Note Guarantee within the specified time period. For purposes of clauses (1) and (2) in the preceding sentence, anticipation and reasonable belief may be determined by Parent and shall be conclusively evidenced by a Board Resolution to such effect adopted in good faith by the Board of Directors of Parent (or by a resolution of a duly authorized committee of the second paragraph Board of the covenant described under Section 4.15Directors of Parent to such effect). On and after each Reversion DateIn reaching their determination, the Company and its Subsidiaries will be permitted to consummate Board of Directors of Parent or committee thereof may, but need not, consult with the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameRating Agencies.

Covenant Suspension. (a) During any period of time that (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies and (ii) no Default or Event of Default has occurred and is continuing under this Indenture, OPTI and the Restricted Subsidiaries shall not be subject to: (1) the provisions of this Indenture under Sections 4.07 (except to the occurrence extent applicable under the provisions of the events described in the foregoing Section 4.18), 4.08, 4.09, 4.10, 4.11, 4.14 and clause (4) of Section 5.01(a); and (2) clauses (i3) and (ii4) being collectively under Section 6.01 to the extent that such clauses apply to the Sections of this Indenture referred to as a “Covenant Suspension Event” and the date thereof being referred to as the “Suspension Date”in clause (1) of this paragraph (a), the covenants specifically listed in Section 4.12, Section 4.13 , Section 4.15, Section 4.16 and Section 4.17 will not be applicable to the Notes . (collectively, the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company b) If OPTI and its Restricted Subsidiaries are not subject to the Suspended Covenants Sections of this Indenture referred to in paragraph (a) above for any period of time as a result of the foregoing, and on any subsequent date paragraph (the a) of this Section 4.21 (a “Reversion DateFall-Away Period”) and, subsequently, one, or both, of the Rating Agencies withdraws or downgrades its ratings assigned to the Notes cease to have an below the required Investment Grade rating from any two Ratings or an Event of Default (2other than with respect to a suspended covenant) Rating Agenciesoccurs and is continuing, then the Company OPTI and its Restricted Subsidiaries will shall thereafter again be subject to the Suspended Covenantsthese covenants. The ability of OPTI and its Restricted Subsidiaries to make Restricted Payments (as defined under Section 4.07 hereof) after the time of such withdrawal, downgrade or Event of Default shall be calculated as if the covenant governing Restricted Payments had been in effect during the entire period of time between from the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”Issue Date. Notwithstanding the foregoing, no action taken the continued existence after the end of the Fall-Away Period of facts and circumstances or omitted to be taken by the Company or any of its Subsidiaries or events occurring obligations arising from transactions which occurred during a Suspension Fall-Away Period covered by the Suspended Covenants will give rise to shall not constitute a breach of any covenant set forth in this Indenture or cause a Default or an Event of Default under this Indenture with respect to the Noteshereunder; provided that, in the case of the Incurrence of Indebtedness during a Fall-Away Period: (1) with respect to OPTI and its Restricted Payments made after the applicable Reversion Date, the amount available to be made as Restricted Payments will be calculated as though the covenant described under Section 4.12 had been Subsidiaries did not Incur such Indebtedness in effect prior to, but not during, the Suspension Period;anticipation of: (A) a ratings withdrawal or downgrade below an Investment Grade Rating; or (B) an Event of Default; and (2) on the Reversion Date, any Indebtedness incurred during the Suspension Period will be classified to have been incurred pursuant to the first paragraph of Section 4.13 or one of the clauses set forth in items (a) through (n) under Section 4.13 (to the extent such Indebtedness would be permitted to be incurred thereunder as of the Reversion Date and after giving effect to Indebtedness incurred prior to the Suspension Period and outstanding on the Reversion Date), and to the extent such Indebtedness would not be permitted to be incurred pursuant to Section 4.13, such Indebtedness will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause (2) of Section 4.13; and (3) any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement entered into during any Suspension Period shall be deemed to be permitted pursuant to clause (iv) of the second paragraph of the covenant described under Section 4.15. On and after each Reversion Date, the Company OPTI and its Restricted Subsidiaries will be permitted to consummate the transactions contemplated by any agreement did not reasonably believe that such Incurrence would result in such withdrawal or commitment entered into during the relevant Suspension Period, so long as such agreement downgrade or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice Event of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the sameDefault.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Parent and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Parent 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Parent and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuer shall provide the Notes; provided that: Second Lien Trustee with written notice of each Covenant Suspension Event or Reversion Date within five (15) with respect Business Days of the occurrence thereof. Additionally, during a Suspension Period the Parent will no longer be permitted to designate any Restricted Payments made after Subsidiary as an Unrestricted Subsidiary unless the applicable Reversion Date, the amount available Parent would have been permitted to be made designate such Subsidiary as Restricted Payments will be calculated as though the covenant described under Section 4.12 an Unrestricted Subsidiary if a Suspension Period had not been in effect prior tofor any period and, but not during, the Suspension Period; (2) on following the Reversion Date, any such designation shall be deemed to have created an Investment pursuant to Section 4.04(c) at the time of such designation. On each Reversion Date, all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (a4.03(b) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.134.03(a) or 4.03(b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause Section 4.03(b)(iii). Calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period (2except to the extent expressly set forth in the immediately preceding paragraph). Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments under Section 4.04(a) (except to the extent expressly set forth in the immediately preceding paragraph). As described above, no 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 or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, the Parent and the Issuers must comply with the terms of Section 4.13; and (34.11. For purposes of Section 4.05, on the Reversion Date, any consensual encumbrances or consensual restrictions of the type specified in Section 4.05(a) or 4.05(b) thereof entered into during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under Section 4.05(1)(A). For purposes of Section 4.07, any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement a contract, agreement, loan, advance or guaranty with, or for the benefit of, any Affiliate of the Issuer entered into during any the Suspension Period shall will be deemed to be permitted pursuant to clause (iv) have been in effect as of the second paragraph Issue Date for purposes of Section 4.07(b)(vi). For purposes of Section 4.06, on the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.

Covenant Suspension. During If on any period of time that date following the Issue Date, (i) the Notes have Investment Grade ratings Ratings from at least two (2) both Rating Agencies Agencies, and (ii) no Default has occurred and is continuing under this Indenture 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” and the date thereof being referred to as the “Suspension Date”), and subject to the covenants specifically listed in Section 4.12provisions of the following paragraph, Section 4.13 , Section 4.15, Section 4.16 the Parent and Section 4.17 will the Restricted Subsidiaries shall not be applicable subject to the Notes Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and 5.01(a)(iv) (collectively, collectively the “Suspended Covenants”), provided, however, that in no event with the covenant referenced in Section 4.15 cease to be applicable before January 1, 2030. In the event that the Company Parent 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 cease to have below an Investment Grade rating from any two (2) Rating AgenciesRating, then the Company Parent and its the Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants. The period of time between the Suspension Date and the Reversion Date is referred to herein as the “Suspension Period”. Notwithstanding the foregoing, no action taken or omitted to be taken by the Company or any of its Subsidiaries or events occurring during a Suspension Period covered by the Suspended Covenants will give rise to a Default or Event of Default under this Indenture with respect to future events. The Issuer shall provide the Notes; provided that: Trustee with written notice of each Covenant Suspension Event or Reversion Date within five (15) with respect Business Days of the occurrence thereof. Additionally, during a Suspension Period the Parent will no longer be permitted to designate any Restricted Payments made after Subsidiary as an Unrestricted Subsidiary unless the applicable Reversion Date, the amount available Parent would have been permitted to be made designate such Subsidiary as Restricted Payments will be calculated as though the covenant described under Section 4.12 an Unrestricted Subsidiary if a Suspension Period had not been in effect prior tofor any period and, but not during, the Suspension Period; (2) on following the Reversion Date, any such designation shall be deemed to have created an Investment pursuant to Section 4.04(c) at the time of such designation. On each Reversion Date, all Indebtedness incurred Incurred, or Disqualified Stock or Preferred Stock issued, during the Suspension Period will be classified to have as having been incurred Incurred or issued pursuant to the first paragraph of Section 4.13 4.03(a) or one of the clauses set forth in items (ab) through (n) under Section 4.13 (to the extent such Indebtedness or Disqualified Stock or Preferred Stock would be permitted to be incurred Incurred or issued thereunder as of the Reversion Date and after giving effect to Indebtedness incurred Incurred or issued prior to the Suspension Period and outstanding on the Reversion Date), and to . To the extent such Indebtedness or Disqualified Stock or Preferred Stock would not be so permitted to be incurred Incurred or issued pursuant to Section 4.134.03(a) or (b), such Indebtedness or Disqualified Stock or Preferred Stock will be deemed to have been outstanding on the Issue Date, so that it is classified as permitted under clause Section 4.03(b)(iii). Calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.04 will be made as though Section 4.04 had been in effect since the Issue Date and prior to, but not during, the Suspension Period (2except to the extent expressly set forth in the immediately preceding paragraph). Accordingly, Restricted Payments made during the Suspension Period will not reduce the amount available to be made as Restricted Payments under Section 4.04(a) (except to the extent expressly set forth in the immediately preceding paragraph). As described above, no 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 or the Restricted Subsidiaries during the Suspension Period or any actions taken at any time pursuant to any contractual obligation arising prior to the Reversion Date, regardless of whether such actions or events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Within 30 days of such Reversion Date, the Parent and the Issuers must comply with the terms of Section 4.13; and (34.11. For purposes of Section 4.05, on the Reversion Date, any consensual encumbrances or consensual restrictions of the type specified in Section 4.05(a) or 4.05(b) thereof entered into during the Suspension Period will be deemed to have been in effect on the Issue Date, so that they are permitted under Section 4.05(1)(A). For purposes of Section 4.07, any Affiliate Transaction entered into after the Reversion Date pursuant to an agreement a contract, agreement, loan, advance or guaranty with, or for the benefit of, any Affiliate of the Issuer entered into during any the Suspension Period shall will be deemed to be permitted pursuant to clause (iv) have been in effect as of the second paragraph Issue Date for purposes of Section 4.07(b)(vi). For purposes of Section 4.06, on the covenant described under Section 4.15. On and after each Reversion Date, the Company and its Subsidiaries unutilized Excess Proceeds amount will be permitted reset to consummate the transactions contemplated by any agreement or commitment entered into during the relevant Suspension Period, so long as such agreement or commitment and such consummation would have been permitted during such Suspension Period. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a covenant suspension and in any event not later than five Business Days after the occurrence of such covenant suspension. In the absence of such notice, the Trustee shall assume the Suspended Covenants apply and are in full force and effect. The Issuer or the Company shall give the Trustee prompt written notice of any occurrence of a Reversion Date not later than five Business Days after such Reversion Date. After any such notice of the occurrence of a Reversion Date, the Trustee shall assume that the Suspended Covenants apply and are in full force and effect. There can be no assurance that the Notes will ever achieve or maintain Investment Grade ratings. The Trustee shall have no duty to monitor the ratings of the Notes, determine whether a Covenant Suspension Event or Reversion Date has occurred or notify Holders of the samezero.