Common use of Execution and Delivery of Guarantee Clause in Contracts

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be valid. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.011601, each Guarantor of the Subsidiary Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Subsidiary Guarantor, or in the case of a Subsidiary Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Subsidiary Guarantor. Each of the Subsidiary Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 1601 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation of notation relating to the Guarantee. If an Officer any officer of the Subsidiary Guarantor, or in the case of a Subsidiary Guarantor that is a limited partnership, any officer of the general partner of the Subsidiary Guarantor, whose signature is on this Indenture or a Notation of Guarantee Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.019.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee in substantially in the form of included in Exhibit E B attached hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Vice Presidents. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 9.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Guarantors. The Company hereby agrees that it shall cause each Person that becomes obligated to provide a Guarantee pursuant to Section 4.18 (each, a “Future Guarantor”) to execute a supplemental indenture in form and substance satisfactory to the Trustee, pursuant to which such Person provides the guarantee set forth in this Article 9 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor. The Company also hereby agrees to cause each such new Guarantor to evidence its guarantee by endorsing a notation of such guarantee on each Note as provided in this Section.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)G hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), C shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee to which this Article 10 is applicable and that this Indenture shall be executed on behalf of each such Guarantor by either manual its or facsimile signature of one Officer its sole member’s President, any Senior Vice President, General Counsel, any Vice President, Secretary or other person duly authorized by Assistant Secretary. Further, the Company shall cause all necessary corporate action of such Guarantor who shall have been duly authorized future Guarantors to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notea supplemental indenture. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note to which this Article 10 is applicable a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note to which this Article 10 is applicable by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person a duly authorized by all necessary corporate action Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actioneach Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the certificate for the Securities of each series shall include the terms of the Guarantee set forth in Section 10.011401 and any other terms, each insertions, omissions or variations that may be set forth as established pursuant to Section 201. The Guarantor hereby agrees that a notation of such to execute its Guarantee, substantially in the a form of Exhibit E hereto (eachestablished pursuant to Sections 201 and 1401, a “Notation of Guarantee”), shall to be endorsed on each Note certificate for a Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either an Authorized Officer of the Guarantor. The signature of any such officer on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor an individual who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office was at the time of execution an Authorized Officer of the Trustee authenticates Guarantor shall bind the Note Guarantor, notwithstanding that any such individual has ceased to be an Authorized Officer prior to the authentication and delivery of the Security on which such Notation of Guarantee is endorsed or was not an Authorized Officer at any time thereafter, such Guarantor’s Notation of Guarantee the date of such Note shall nevertheless be validGuarantee. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture endorsed thereon on behalf of the Guarantor. The Guarantor by its execution of this Indenture hereby authorizes the Company, in the name and on behalf of the Guarantor, to confirm the applicable Guarantee to the Holder of each Guarantor.Security authenticated and delivered hereunder by its delivery of each such Security, with such Guarantee endorsed thereon, authenticated and delivered by the Trustee. ARTICLE FIFTEEN

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), C shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee to which this Article 10 is applicable and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President, any Executive or facsimile signature Senior Vice President, Treasurer, Assistant Treasurer or one of one Officer or other person duly authorized by its Vice Presidents. Further, the Company shall cause all necessary corporate action of such Guarantor who shall have been duly authorized future Guarantors to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notea supplemental indenture. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note to which this Article 10 is applicable a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note to which this Article 10 is applicable by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its Note Guarantee set forth in Section 10.0111.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Note Guarantee substantially in the form of attached as Exhibit E hereto will be signed by an Officer of such Guarantor (each, a “Notation of Guarantee”), shall be endorsed by manual or facsimile signature) on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Note Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Note Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company or any of its Restricted Subsidiaries creates or acquires any Domestic Subsidiary after the Issue Date, if required by Section 4.20 hereof, the Company will cause such Domestic Subsidiary to comply with the provisions of Section 4.20 hereof and this Article 11, to the extent applicable.

Execution and Delivery of Guarantee. (a) To further evidence its the Guarantee set forth in Section 10.01, each Guarantor of the Guarantors hereby agrees that a notation of relating to such Guarantee, substantially as set forth in the form of Exhibit E hereto (each, a “Notation of Guarantee”)E, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Guarantor, or in the case of a Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Guarantor. Each of the Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of notation relating to the Guarantee. If an Officer any officer of the Guarantor, or in the case of a Guarantor that is a limited partnership, any officer of the general partner of the Guarantor, whose signature is on this Indenture or a Notation of Guarantee Note no longer holds that office at the time the Trustee authenticates the such Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (b) The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its the Note Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)C hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Note Guarantee. If an Officer officer of a Guarantor whose signature is on this Indenture or a Notation of Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Note Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), shall C will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Supplemental Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notean Officer. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Supplemental Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Supplemental Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company creates or acquires any new Subsidiaries subsequent to the date of this Supplemental Indenture, if required by Section 4.10 hereof, the Company will cause such Subsidiaries to execute supplemental indentures to this Supplemental Indenture and Guarantees in accordance with Section 4.10 hereof and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)G hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner or member, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer officer of a Guarantor Guarantor, or an officer of a general partner or member of a Guarantor, whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Note Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto Note Guarantee (each, a “Notation of Guarantee”), ) substantially in the form attached hereto as Exhibit D shall be endorsed by an Officer of such Guarantor by manual, electronic or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such its Officers. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Note Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) If required by Section 4.17, the Issuer shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Notations of Guarantee in accordance with Section 4.17 and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)C hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0111.1, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached hereto as Exhibit E hereto (each, a “Notation of Guarantee”), B shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation notation of Guarantee shall be executed signed on behalf of each such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature of one Officer signature. In case the officer, board member or other person duly authorized by all necessary corporate action director of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation signed such notation of Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Guarantee had not affixed ceased to any particular Notebe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 10.01 11.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee notation of such Note shall nevertheless be validGuarantee. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.018.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached hereto as Exhibit E hereto (each, a “Notation of Guarantee”), B shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation notation of Guarantee shall be executed signed on behalf of each such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature of one Officer signature. In case the officer, board member or other person duly authorized by all necessary corporate action director of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation signed such notation of Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Guarantee had not affixed ceased to any particular Notebe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 10.01 8.01 hereof shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee notation of such Note shall nevertheless be validGuarantee. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this the Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its Unless otherwise specified in the terms of a Guarantor of a series of Securities under this Indenture, each Guarantee shall include the terms of the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, 15.01 and shall be substantially in the form of Exhibit E hereto (eachestablished pursuant to Section 2.16. Each Guarantor hereby agrees to execute its Guarantee, in a “Notation of Guarantee”)form established pursuant to Section 2.16, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Each such Guarantee shall be executed on behalf of each such Guarantor by either manual or facsimile signature any one of one Officer its chairman of the Board of Directors, president, vice presidents or other person duly authorized by the Board of Directors of such Guarantor. The signature of any or all necessary corporate action of these persons on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of individuals who were at any time the proper officers of such Guarantor who shall bind such Guarantor, notwithstanding that such individuals or any of them have been duly authorized ceased to so execute by all requisite corporate actionhold such offices prior to the authentication and delivery of any Security or did not hold such offices at the date of such Guarantee. The validity and enforceability delivery of any Notation Security by the Trustee, after the authentication thereof, shall constitute due delivery of the Guarantee on behalf of a Guarantor and shall not be affected by bind such Guarantor notwithstanding the fact that it is the Guarantee does not affixed to any particular Notebear the signature of such Guarantor. Each of the Guarantors hereby Every Guarantor agrees that its Note Guarantee set forth in Section 10.01 15.01 and in the form of Guarantee established pursuant to Section 2.16 shall remain in full force and effect notwithstanding any failure to endorse execute a Guarantee on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which any such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be valid. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each GuarantorSecurity.

Execution and Delivery of Guarantee. To further For all Securities issued after January 3, 2023 as to which the Issuer elects to issue with the benefit of the Guarantees as set forth in this Article Four, to evidence its Guarantee set forth in Section 10.01401 in respect of Securities of a series issued with the benefit of the Guarantees, each the Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), as shall be established in one or more indentures supplemental hereto or approved from time to time pursuant to Board Resolutions in accordance with Section 301, will be endorsed by an officer of the Guarantor on each Note Security of that series authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each the Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionits officers. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that all of its Note Guarantee set forth in Section 10.01 shall Guarantees will remain in full force and effect notwithstanding any failure to endorse on each Note Security of that series a Notation notation of such Guarantee. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note Security of that series on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note Security of a series issued with the benefit of the Guarantees by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantor (including, for the avoidance of doubt, all Securities which, as of January 3, 2023, have been previously issued, and authenticated by the Trustee, and which remain Outstanding).

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.011201, each the Company and the Guarantor hereby agrees agree that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), Guarantee shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation , that such notation of such Guarantee shall be in such form as shall be established by or pursuant to a Board Resolution or in one or more indentures supplemental hereto, in each case with such appropriate provisions as are required or permitted by this Indenture, and that this Indenture shall be executed on behalf of each the Guarantor by either manual its Chairman of the Board, one of its Vice Chairmen of the Board, its President or one of its Vice Presidents under a facsimile signature of one Officer or its seal reproduced thereon and attested to by another officer other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionthan the officer executing the Indenture, as the case may be. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that its Note the Guarantee set forth in Section 10.01 1201 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of the Guarantee. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the Securities shall include the terms of the Guarantees set forth in Section 10.01, each Guarantor hereby agrees this Article Twelve and any other terms that a notation of such Guarantee, substantially may be set forth in the form of Exhibit E hereto (eachestablished pursuant to Section 205. The Guarantors hereby agree to execute the Guarantee in the form established pursuant to Section 205, a “Notation of Guarantee”), shall to be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each Guarantor by either any one of the individuals who may sign an Officers’ Certificate on its behalf. The signature of any such Person on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor an individual who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of was at any Notation of Guarantee shall not be affected by time the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer proper officer of a Guarantor whose signature is on this Indenture or a Notation shall bind such Guarantor, notwithstanding that such individual has ceased to hold such office prior to the authentication and delivery of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or did not hold such office at any time thereafter, such Guarantor’s Notation of Guarantee the date of such Note shall nevertheless be validGuarantee. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee endorsed thereon on behalf of the respective Guarantor. The Guarantors hereby agree that their respective Guarantee set forth in this Indenture Section 1201 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on behalf of each Guarantorany Security.

Execution and Delivery of Guarantee. (a) To further evidence its Note Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto Note Guarantee (each, a “Notation of Guarantee”), ) substantially in the form attached hereto as Exhibit D shall be endorsed by an Officer of such Guarantor by manual, electronic or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such its Officers. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Note Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) If required by Section 4.17, STBV shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Notations of Guarantee in accordance with Section 4.17 and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0110.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture, or a supplement hereto, will be executed on behalf of each such Guarantor by either one of its Officers (or, if an Officer is not available, by a board member or director) by manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notesignature. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company or any of its Restricted Subsidiaries creates or acquires any Domestic Subsidiary after the date of this Indenture, if required by Section 4.15 hereof, the Company will cause such Domestic Subsidiary to comply with the provisions of Section 4.15 hereof and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0114.01, each Guarantor of the Subsidiary Guarantors hereby agrees agree that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer an officer of Subsidiary Guarantor, or other person duly authorized by all necessary corporate action in the case of such a Subsidiary Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Subsidiary Guarantor. Each of the Subsidiary Guarantors hereby agrees agree that its Note the Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an Officer any officer of the Subsidiary Guarantor, or in the case of a Subsidiary Guarantor that is a limited partnership, any officer of the general partner of the Subsidiary Guarantor, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Article 2.1 the New Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)the Indenture, shall be endorsed on each Note authenticated and delivered by the Trustee; provided however, that any Note delivered by the Trustee prior to the date of this Supplemental Indenture shall not be required to be amended to note this Guarantee and that the Guarantee of the New Guarantor shall hereby be effective for all such Notes from the date of this Supplemental Indenture. Such Notation of Guarantee shall be executed on behalf of each the New Guarantor and by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such the New Guarantor who each of whom shall have been duly authorized to so execute by all requisite corporate or other action. The validity and enforceability of any Notation of the Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors The New Guarantor hereby agrees that its Note Guarantee Guarantee, set forth in Section 10.01 Article 2.1, shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a the New Guarantor whose signature is on this the Indenture or a Notation of Guarantee Guarantee, no longer holds that office at the time the Trustee authenticates the Note on Notes of which such Notation of Guarantee is endorsed or at any time thereafter, such the New Guarantor’s Notation of 's Guarantee of such Note Notes shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunderunder the Indenture, shall constitute due delivery of any Note the Guarantee set forth in this the Indenture on behalf of each the New Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)E, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who the Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President, any Vice President, Secretary or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteTreasurer. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company creates or acquires any new Subsidiaries subsequent to the date of this Indenture, if required by Section 4.17, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 4.17 and this Article 11, to the extent applicable.

Execution and Delivery of Guarantee. (a) To further evidence its the Guarantee set forth in Section 10.0117.01, each Guarantor of the Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)attached to the supplemental indenture for the applicable Debt Securities, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Guarantor, or in the case of a Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Guarantor. Each of the Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 17.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an Officer any officer of the Guarantor, or in the case of a Guarantor that is a limited partnership, any officer of the general partner of the Guarantor, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (b) The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee in substantially in the form of included in Exhibit E attached hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President, Chief Financial Officer, Treasurer or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Vice Presidents. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Guarantors. The Company hereby agrees that it shall cause each Person that becomes obligated to provide a Guarantee pursuant to Section 4.19 to execute a supplemental indenture in form and substance reasonably satisfactory to the Trustee, pursuant to which such Person provides the guarantee set forth in this Article 10 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor. The Company also hereby agrees to cause each such new Guarantor to evidence its guarantee by endorsing a notation of such guarantee on each Note as provided in this Section 10.03.

Execution and Delivery of Guarantee. To further evidence its a Guarantee set forth in Section 10.01this Article Thirteen, each the Guarantor hereby agrees that a notation of such Guaranteethe Guarantee Notation, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)A hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Trustee that is guaranteed by such Guarantee and that this Indenture or indenture supplemental hereto shall be executed on behalf of each such Guarantor by either its Chairman of the Board, its president or chief executive officer, any vice president, the chief financial officer or the treasurer. Such signatures may be the manual or facsimile signature signatures of one Officer the present or other person duly authorized by all necessary corporate action of any future such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteofficers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse the Guarantee Notation on each Note a Notation of Guaranteesuch Security. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of Guarantee indenture supplemental hereto or on the Securities guaranteed hereby no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation a notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note each Guarantee set forth in this Indenture on behalf of each Guarantorthereof.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note Security authenticated and --------- delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such each Guarantor who shall have been duly authorized to so execute by all requisite corporate corporation action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.011501, each Guarantor of the Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Guarantor, or in the case of a Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by each Guarantor, or in the fact case of a Guarantor that it is not affixed to any particular Notea limited liability company, an officer or manager of such Guarantor. Each of the Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 1501 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation of notation relating to the Guarantee. If an Officer any officer of any Guarantor, or in the case of a Guarantor that is a limited partnership, any officer of the general partner of the Guarantor, or in the case of a Guarantor that is a limited liability company, an officer or manager of such Guarantor, whose signature is on this Indenture or a Notation of Guarantee Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its a Guarantee set forth in Section 10.01this Article Fourteen, each the Guarantor hereby agrees that a notation of such Guaranteethe Guarantee Notation, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)A hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Trustee that is guaranteed by such Guarantee and that this Indenture or indenture supplemental hereto shall be executed on behalf of each such Guarantor by either its Chairman of the Board, its president or chief executive officer, any vice president, the chief financial officer or the treasurer. Such signatures may be the manual or facsimile signature signatures of one Officer the present or other person duly authorized by all necessary corporate action of any future such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteofficers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse the Guarantee Notation on each Note a Notation of Guaranteesuch Security. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of Guarantee indenture supplemental hereto or on the Securities guaranteed hereby no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation a notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note each Guarantee set forth in this Indenture on behalf of each Guarantorthereof.

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the Securities pursuant to Section 2.04 shall be deemed to include the terms of the Guarantee set forth in Section 10.01, each this Article Thirteen. The Guarantor hereby agrees that a notation of such Guarantee, substantially to execute the Guarantee in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall established pursuant to Section 2.04 to be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either any one of the following individuals: its chairman of the Board of Directors, a vice chairman, its president, treasurer, secretary or any of its vice presidents. The signature of any of these individuals on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer an individual who was at any time the proper officer of the Guarantor shall bind the Guarantor, notwithstanding that such individual has ceased to hold such office prior to the authentication and delivery of the Security on which the Guarantee is endorsed or other person duly authorized by all necessary corporate action did not hold such office at the date of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionthe Guarantee. The validity and enforceability delivery of any Notation of Guarantee shall not be affected Security by the fact that it is not affixed to any particular Note. Each Trustee after the authentication thereof hereunder, shall constitute due delivery of the Guarantors Guarantee endorsed thereon on behalf of the respective Guarantor. The Guarantor hereby agrees that its Note the Guarantee set forth in this Article Thirteen and in Section 10.01 2.04 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be valid. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each GuarantorSecurity.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0114.01 hereof, each Guarantor hereby agrees the Guarantors agree that a notation of such Guarantee, the Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), included in Section 2.04 shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each Guarantor the Guarantors by either manual or facsimile signature an officer of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionthe Guarantors. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby Guarantor agrees that its Note the Guarantee set forth in Section 10.01 this Article Fourteen shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a Notation notation of Guaranteethe Guarantees. If an Officer of a Guarantor officer whose facsimile signature is on this Indenture a Note or a Notation notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that any Subsidiary subsequent to the date of this Indenture, is required to become a Guarantor by Section 5.23 hereof, the Company shall cause such Subsidiary to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 5.23 hereof and this Article Fourteen, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0117.01, each Guarantor of the Subsidiary Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer an officer of Subsidiary Guarantor, or other person duly authorized by all necessary corporate action in the case of such a Subsidiary Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Subsidiary Guarantor. Each of the Subsidiary Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an Officer any officer of the Subsidiary Guarantor, or in the case of a Subsidiary Guarantor that is a limited partnership, any officer of the general partner of the Subsidiary Guarantor, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its Guarantee the Guarantees set forth in Section 10.0110.1, each Guarantor Guarantor, upon the execution and delivery of this Indenture or a Guarantee pursuant to Section 4.15 or 4.19, hereby agrees that a notation of such its Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation The Guarantee of Guarantee any Guarantor shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors Guarantors, upon the execution and delivery of this Indenture or a Guarantee pursuant to Section 4.15 or 4.19, hereby agrees that its Note Guarantee set forth in Section 10.01 10.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0114.01, the Guarantor and each Guarantor of the Subsidiary Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of the General Partner in the case of the Guarantor and officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionSubsidiary Guarantor. The validity Guarantor and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each each of the Subsidiary Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an Officer any officer of a Guarantor any Subsidiary Guarantor, or in the case of the Guarantor, any officer of the General Partner, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantor and the Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual or facsimile signature any of one Officer or other person duly authorized by all necessary corporate action of such its executive officers. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) In the event that the Company creates or acquires any new Wholly Owned Restricted Subsidiaries subsequent to the date of this Indenture, if required by Section 4.20 hereof, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 4.20 hereof and this Article Eleven, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its Guarantee the Guarantees set forth in Section 10.0110.1, each Guarantor Guarantor, upon the execution and delivery of this Indenture or a Guarantee pursuant to Section 4.15 or 4.19, hereby agrees that a notation of such its Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation The Guarantee of Guarantee any Guarantor shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor Guarantor, who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors Guarantors, upon the execution and delivery of this Indenture or a Guarantee pursuant to Section 4.15 or 4.19, hereby agrees that its Note Guarantee set forth in Section 10.01 10.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.0111.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor, by manual or facsimile signature, on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such its Officers. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) In the event that the Issuer or any of its Restricted Subsidiaries creates or acquires any Domestic Subsidiary after the date of this Indenture, if required by Section 4.16 hereof, the Issuer will cause such Domestic Subsidiary to comply to the extent applicable with the provisions of Section 4.16 hereof, this Article 11.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0114.01, each Guarantor of the Subsidiary Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Subsidiary Guarantor, or in the case of a Subsidiary Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteeach Subsidiary Guarantor. Each of the Subsidiary Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an Officer any officer of any Subsidiary Guarantor, or in the case of a Subsidiary Guarantor that is a partnership, any officer of the general partner of the Subsidiary Guarantor, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. (a) To further evidence its the Guarantee set forth in Section 10.0113.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)included in Annex C hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee after this Article Thirteen with respect to such Guarantor becomes effective in accordance with Section 10.13 hereof and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actioneach Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. . (b) Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 13.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates authenticate the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0112.1, each the Company and the Guarantor hereby agrees agree that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), Guarantee shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation , that such notation of such Guarantee shall be in such form as shall be established by or pursuant to a Board Resolution or in one or more indentures supplemental hereto, in each case with such appropriate provisions as are required or permitted by this Indenture, and that this Indenture shall be executed on behalf of each the Guarantor by either manual its Chairman of the Board, one of its Vice Chairmen of the Board, its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionits Vice Presidents. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that its Note the Guarantee set forth in Section 10.01 12.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of the Guarantee. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0114.01, each Guarantor of the Subsidiary Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Debt Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Subsidiary Guarantor, or in the case of a Subsidiary Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a partnership, an Officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Notesuch Subsidiary Guarantor. Each of the Subsidiary Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Debt Security a Notation of notation relating to the Guarantee. If an any Officer of a Subsidiary Guarantor, or in the case of a Subsidiary Guarantor that is a partnership, any Officer of the general partner of the Subsidiary Guarantor, whose signature is on this Indenture or a Notation of Guarantee Debt Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Debt Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Debt Security shall nevertheless be validvalid nevertheless. The delivery of any Note Debt Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Initial Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E D hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. Neither OPTI nor the Guarantors shall be required to make a notation on the Notes to reflect any Guarantee or any release, termination or discharge thereof. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that OPTI creates or acquires any Subsidiary after the date of this Indenture, if required by Section 4.16 hereof, OPTI shall cause such Subsidiary to comply with the provisions of Section 4.16 hereof and this Article Ten, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.012.01 hereof, each the New Guarantor hereby agrees that a notation of such Guarantee, substantially in the form included in Exhibit F of Exhibit E hereto (each, a “Notation of Guarantee”)the Indenture, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionthe New Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors The New Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 2.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a the New Guarantor whose signature is on this the Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such the New Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunderunder the Indenture, shall constitute due delivery of any Note Guarantee set forth in this the Indenture on behalf of each the New Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)G hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer an officer or other person duly authorized by all necessary corporate action an officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0111.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E D hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee or the Authenticating Agent authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. The Issuer will cause any Restricted Subsidiary so required by Section 4.17 to execute a supplemental indenture in the form of Exhibit E to this Indenture and a notation of Guarantees in the form of Exhibit D to this Indenture in accordance with Section 4.17 and this Article 11.

Execution and Delivery of Guarantee. To further evidence its Guarantee Guarantee, set forth in Section 10.013(a), each the Guarantor hereby agrees that may, but is not required, to endorse a notation of such Guarantee, substantially in Guarantee by an officer of the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed Guarantor on each Note of the Notes authenticated and delivered by the Trustee. Such Notation of Guarantee , that this Supplemental Indenture shall be executed on behalf of each the Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action its Vice Presidents and that the Company on behalf of such the Guarantor who shall deliver to the Trustee an Opinion of Counsel that the foregoing have been duly authorized to so execute authorized, executed and delivered by all requisite corporate actionthe Guarantor and that such Guarantee is a valid and legally binding obligation of the Guarantor, enforceable against the Guarantor in accordance with its terms. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee Guarantee, set forth in Section 10.01 3(a), shall remain in full force and effect notwithstanding any failure to endorse on each Note of the Notes a Notation notation of the Guarantee. If an Officer officer of a the Guarantor whose signature is on this Supplemental Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note Notes on which such Notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note of the Notes by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Supplemental Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Note Guarantee set forth in Section 10.01, the Parent and each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)G hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of the Parent and each Guarantor. The validity and enforceability of any Notation of Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each The Parent and each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Note Guarantee. If an Officer officer of the Parent or a Guarantor whose signature is on this Indenture or a Notation of Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Note Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Parent and the Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.01this Indenture, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall F to this Indenture will be endorsed by an Authorized Officer of such Guarantor on each Senior Secured Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed Trustee on behalf of or after the date hereof. (b) Notwithstanding the foregoing, each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall herein will remain in full force and effect notwithstanding any failure to endorse on each Senior Secured Note a Notation notation of such Guarantee. . (c) If an Authorized Officer of a Guarantor whose signature is on this Indenture or on a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Senior Secured Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be valid. valid nevertheless. (d) The delivery of any Senior Secured Note by the Trustee, after the authentication thereof hereunderunder this Indenture, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantor. (e) Each Guarantor hereby agrees that its Senior Secured Obligations hereunder will be unconditional, regardless of the validity, regularity or enforceability of the Senior Secured Note or this Indenture, the absence of any action to enforce the same, any waiver or consent by any Holder of the Senior Secured Notes with respect to any provisions hereof or thereof, the recovery of any judgment against the Issuer, any action to enforce the same or any other circumstance which might otherwise constitute a legal or equitable discharge or defense of a guarantor. (f) Each Guarantor hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of insolvency or bankruptcy of the Issuer, any right to require a proceeding first against the Issuer, protest, notice and all demands whatsoever and covenants that its Guarantee made pursuant to this Indenture will not be discharged except by complete performance of the Senior Secured Obligations contained in the Senior Secured Notes and this Indenture. (g) If any Holder or the Trustee is required by any court or otherwise to return to the Issuer or any Guarantor, or any custodian, Trustee, liquidator or other similar official acting in relation to either the Issuer or such Guarantor, any amount paid by either to the Trustee or such Holder, the Guarantee made pursuant to this Indenture, to the extent theretofore discharged, will be reinstated in full force and effect. (h) Each Guarantor agrees that it will not be entitled to any right of subrogation in relation to the Holders in respect of any Senior Secured Notes guaranteed hereby until payment in full of all Senior Secured Notes guaranteed hereby. Each Guarantor further agrees that, as between such Guarantor, on the one hand, and the Holders and the Trustee, on the other hand: (i) the maturity of the Senior Secured Notes guaranteed hereby may be accelerated as provided in Article V hereof for the purposes of the Guarantee made pursuant to this Indenture, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the Senior Secured Notes guaranteed hereby; and (ii) in the event of any declaration of acceleration of such Senior Secured Notes as provided in Article V hereof, such Senior Secured Notes (whether or not due and payable) will forthwith become due and payable by such Guarantor for the purpose of the Guarantee made pursuant to this Indenture. (i) Each Guarantor will have the right to seek contribution from any other non-paying Guarantor so long as the exercise of such right does not impair the rights of the Holders or the Trustee under the Guarantee made pursuant to this Indenture.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)EXHIBIT E, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who the Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0110.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)included in EXHIBIT F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee after this Article Ten with respect to such Guarantor becomes effective in accordance with Section 4.13 hereof and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actioneach Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates authenticate the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.012.01 hereof, each the New Guarantor hereby agrees that a notation of such Guarantee, substantially in the form included in EXHIBIT F of Exhibit E hereto (each, a “Notation of Guarantee”)the Indenture, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation Trustee after Article 10 of the Indenture with respect to such New Guarantor becomes effective in accordance with Section 4.13 of the Indenture and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionthe New Guarantor. The validity and enforceability of any Notation of the Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors The New Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 2.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a the New Guarantor whose signature is on this the Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such the New Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunderunder the Indenture, shall constitute due delivery of any Note the Guarantee set forth in this the Indenture on behalf of each the New Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0112.01, each Subsidiary Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Subsidiary Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who each Subsidiary Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Subsidiary Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 12.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Subsidiary Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Subsidiary Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Subsidiary Guarantor.

Execution and Delivery of Guarantee. To further Upon the Issuer's exercise of its option (if any) to have this Article applied to any Securities or any series of Securities, as the case may be, to evidence its Guarantee set forth in Section 10.0113.3 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), A shall be endorsed by an officer of such Guarantor on each Note Security authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President or facsimile signature one of one Officer its Vice Chairmen, Treasurer or other person duly authorized Vice Presidents and attested to by all necessary corporate action its Secretary of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteAssistant Secretary. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 13.3 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor Person whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that the office under which the Person signed the Guarantee at the time the Trustee authenticates the Note Security on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid, binding and enforceable nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0110.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company or any of its Restricted Subsidiaries creates or acquires any Domestic Subsidiary after the date of this Indenture, if required by Section 4.17 hereof, the Company will cause such Domestic Subsidiary to comply with the provisions of Section 4.17 hereof and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01this Article 14, each the Guarantor hereby agrees that a notation of such Guaranteethe Guarantee Notation, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)A hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each the Guarantor by either manual the Chairman of the Board, its President or one of its Vice Presidents under a facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionits seal reproduced thereon. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse the Guarantee Notation on each Note a Notation of GuaranteeSecurity. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of Guarantee on the Securities no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation a notation of the Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Guarantor. SECTION 14.15 Subordination of Indebtedness Owed by the Company to the Guarantor. Any indebtedness owed by the Company to the Guarantor shall be subordinate to all obligations of the Company with respect to the Securities and this Indenture to the same extent as the Securities are subordinated to Senior Debt of the Company.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0110.1, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached hereto as Exhibit E hereto (each, a “Notation of Guarantee”), B shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation notation of Guarantee shall be executed signed on behalf of each such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature of one Officer signature. In case the officer, board member or other person duly authorized by all necessary corporate action director of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation signed such notation of Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Guarantee had not affixed ceased to any particular Notebe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 10.01 10.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee notation of such Note shall nevertheless be validGuarantee. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note authenticated and --------- delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who each Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee Guar- xxxxx is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), C shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee to which this Article 10 is applicable and that this Indenture shall be executed on behalf of each such Guarantor by either manual its or facsimile signature its sole member’s President, any Executive or Senior Vice President, Treasurer, Assistant Treasurer or one of one Officer or other person duly authorized by its Vice Presidents. Further, the Company shall cause all necessary corporate action of such Guarantor who shall have been duly authorized future Guarantors to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notea supplemental indenture. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note to which this Article 10 is applicable a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note to which this Article 10 is applicable by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the Securities of each series shall include the terms of the Guarantee set forth in Section 10.01, each 1401 and any other terms that may be set forth as established pursuant to Section 301. The Guarantor hereby agrees that a notation of such to execute its Guarantee, substantially in the a form of Exhibit E hereto (eachestablished pursuant to Section 201, a “Notation of Guarantee”), shall to be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either an Authorized Officer of the Guarantor. The signature of any such officer on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor an individual who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office was at the time of execution an Authorized Officer of the Trustee authenticates Guarantor shall bind the Note Guarantor, notwithstanding that any such individual has ceased to be an Authorized Officer prior to the authentication and delivery of the Security on which such Notation of Guarantee is endorsed or was not an Authorized Officer at any time thereafter, such Guarantor’s Notation of Guarantee the date of such Note shall nevertheless be validGuarantee. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantee set forth in Section 1401 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on any Security. The Guarantor by its execution of this Indenture hereby authorizes the Company, in the name and on behalf of the Guarantor, to confirm the applicable Guarantee to the Holder of each Guarantor.Security authenticated and delivered hereunder by its execution and delivery of each such Security, with such Guarantee endorsed thereon, authenticated and delivered by the Trustee. ARTICLE FIFTEEN

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the Securities of each series shall include the terms of the Guarantee set forth in this Article Fourteen and any other terms that may be set forth as established pursuant to Section 10.01, each 301. The Guarantor hereby agrees that a notation of such to execute its Guarantee, substantially in the a form of Exhibit E hereto (eachestablished pursuant to Section 201, a “Notation of Guarantee”), shall to be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either an Authorized Officer of the Guarantor. The signature of any such officer on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor an individual who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office was at the time of execution an Authorized Officer of the Trustee authenticates Guarantor shall bind the Note Guarantor, notwithstanding that any such individual has ceased to be an Authorized Officer prior to the authentication and delivery of the Security on which such Notation of Guarantee is endorsed or was not an Authorized Officer at any time thereafter, such Guarantor’s Notation of Guarantee the date of such Note shall nevertheless be validGuarantee. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantee set forth in this Article Fourteen shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on any Security. The Guarantor by its execution of this Indenture hereby authorizes the Company, in the name and on behalf of the Guarantor, to confirm the applicable Guarantee to the Holder of each Guarantor.Security authenticated and delivered hereunder by its execution and delivery of each such Security, with such Guarantee endorsed thereon, authenticated and delivered by the Trustee. ARTICLE FIFTEEN

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees agrees, on the Issue Date, that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee on the Issue Date and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actioneach Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its the Guarantee set forth in Section 10.0114.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)included in Annex C hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee after this Article XIV with respect to such Guarantor becomes effective in accordance with Section 10.11 and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actioneach Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. . (b) Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 14.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Note Guarantee set forth in Section 10.0110.1, each Subsidiary Guarantor hereby agrees that this Indenture or a notation of such Guarantee, supplemental indenture in substantially in the form of attached hereto as Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee B shall be executed on behalf of each such Subsidiary Guarantor by either manual an Officer of such Subsidiary Guarantor (or, if an Officer is not available, by a board member or facsimile signature of one Officer director or other person duly authorized by all necessary corporate action signatory, including an Officer of Parent or Opco on behalf of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability Subsidiary Guarantor) on behalf of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notesuch Subsidiary Guarantor. Each of the Guarantors Subsidiary Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 10.1 hereof shall remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse notation of such Note Guarantee on each Note a Notation the Notes. In case the Officer, board member or director of Guarantee. If an Officer of a such Subsidiary Guarantor (or other duly authorized signatory) whose signature is on this Indenture or a Notation of Guarantee supplemental indenture, as applicable, no longer holds that office at the time the Trustee authenticates any Note, the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of each Guarantorthe Subsidiary Guarantors.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)M herein, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who each Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee the Guarantees set forth in Section 10.01, each Guarantor Guarantor, hereby agrees that a notation of such its Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)D hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation The Guarantee of Guarantee any Guarantor shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors Guarantors, hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its The Guarantee to be endorsed on the Securities of each series shall include a summary of the terms of the Guarantee set forth in Sections 1401 and 1402 and any other terms, including exceptions to such Guarantee, that may be set forth as established pursuant to Section 10.01, each 301. The Guarantor hereby agrees that a notation of such to execute its Guarantee, substantially in the a form of Exhibit E hereto (eachestablished pursuant to Section 201, a “Notation of Guarantee”), shall to be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either an Authorized Officer of the Guarantor. The signature of any such officer on the Guarantee may be manual or facsimile. A Guarantee bearing the manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor an individual who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office was at the time of execution an Authorized Officer of the Trustee authenticates Guarantor shall bind the Note Guarantor, notwithstanding that any such individual has ceased to be an Authorized Officer prior to the authentication and delivery of the Security on which such Notation of Guarantee is endorsed or was not an Authorized Officer at any time thereafter, such Guarantor’s Notation of Guarantee the date of such Note shall nevertheless be validGuarantee. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantee set forth in this Indenture Article Fourteen (and as established pursuant to Section 301) shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on behalf of each Guarantor.any Security. ARTICLE FIFTEEN

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees agrees, on the date of the Release, that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation Trustee on the date of the Release and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0111.01, each Subsidiary Guarantor hereby agrees that a notation of such Guarantee, to execute the Guarantee in substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall A-1 to be endorsed on each Note Security ordered to be authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and each Subsidiary Guarantor agrees that this Indenture shall be executed on behalf of each Subsidiary Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized its Vice Presidents and attested to by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notean Officer. Each of the Guarantors Subsidiary Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer Each such Guarantee shall be signed on behalf of a each Subsidiary Guarantor whose signature is on this Indenture or a Notation by one Officer, (who shall have been duly authorized by all requisite corporate actions) prior to the authentication of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee it is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of Guarantee and the delivery of such Note shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Subsidiary Guarantors. Such signatures upon the Guarantee may be by manual or facsimile signature of such officers and may be imprinted or otherwise reproduced on the Guarantee, and in case any such officer who shall have signed the Guarantee shall cease to be such officer before the Security on which such Guarantee is endorsed shall have been authenticated and delivered by the Trustee or disposed of by the Company, such Security nevertheless may be authenticated and delivered or disposed of as though the person who signed the Guarantee had not ceased to be such officer of the Subsidiary Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.01, on the Issue Date each Initial Guarantor hereby agrees that shall be required to have a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation endorsed by an Officer of Guarantee”), shall be endorsed such Initial Guarantor by manual or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each . (b) Each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) Subsequent to the date of this Indenture, in the event a Restricted Subsidiary is required by Section 4.12 hereof to guarantee the Company’s obligations under the Notes and this Indenture, the Company shall cause such Restricted Subsidiary to execute a supplemental indenture to this Indenture substantially in the form included in Exhibit F hereto in accordance with Section 4.12 hereof and this Article Ten, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its a Guarantee set forth in Section 10.01this Article Sixteen, each Guarantor of the Guarantors hereby agrees that a notation of relating to such Guarantee, Guarantee (substantially in the form attached hereto as Annex A in the case of Exhibit E hereto (each, a “Notation of Subsidiary Guarantee”), shall be endorsed on each Note Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual manual, facsimile or facsimile electronic signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Guarantor, or in the case of a Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by the fact that it is not affixed to any particular Notesuch Guarantor. Each of the Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 this Article Sixteen shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation of notation relating to the Guarantee. If an Officer any officer of any Guarantor, or in the case of a Guarantor that is a limited partnership, any officer of the general partner of the Guarantor, whose signature is on this Indenture or a Notation of Guarantee Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.019.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee in substantially in the form of included in Exhibit E B attached hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Vice Presidents. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 9.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Guarantors. The Company hereby agrees that it shall cause each Person that becomes obligated to provide a Guarantee pursuant to Section 4.17 (each, a “Future Guarantor”) to execute a supplemental indenture in form and substance satisfactory to the Trustee, pursuant to which such Person provides the guarantee set forth in this Article 9 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor. The Company also hereby agrees to cause each such new Guarantor to evidence its guarantee by endorsing a notation of such guarantee on each Note as provided in this Section.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.01this Supplemental Indenture, each New Guarantor hereby agrees that is, contemporaneously with its execution and delivery of this Supplemental Indenture, executing and delivering to the Trustee a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note authenticated and delivered by to the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionIndenture. The validity and enforceability of any Notation of the Guarantee set forth in this Supplemental Indenture and such Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Security. (b) Each of the New Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 this Supplemental Indenture and such Guarantee shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. . (c) If an Officer of a New Guarantor whose signature is on this Supplemental Indenture or a Notation of such Guarantee no longer holds that office at the time the Trustee authenticates the Note any Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. . (d) The delivery of any Note Security by the Trustee, after the authentication thereof hereunderunder the Indenture, shall constitute due delivery of any Note the Guarantee set forth in this Supplemental Indenture and such Guarantee on behalf of each New Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Note Guarantee set forth in Section 10.0111.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Note Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor, by manual or facsimile signature, on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such its Officers. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall 11.01 hereof will remain in full force and effect effect, subject to Section 11.04, notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation on the notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation a notation of Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Guarantors. (e) In the event that the Issuers or any of their Restricted Subsidiaries creates or acquires any Domestic Subsidiary after the date of this Indenture, if such Domestic Subsidiary is required by Section 4.16 hereof to guarantee the obligations of the Issuers under the Notes and this Indenture, the Company shall cause such Domestic Subsidiary to execute a supplemental indenture to this Indenture in accordance with Section 4.16 and this Article Eleven, to the extent applicable, which supplemental indenture shall be executed and delivered on behalf of such Guarantor by an Officer of such Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)D hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation of Trustee after such Guarantee shall be is executed on behalf of each by the Guarantor by either manual or facsimile signature of an Officer of each Guarantor (who also may be an Officer of the Company or one Officer or more other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionGuarantors). The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Security or Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Security or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.017.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached hereto as Exhibit E hereto (each, a “Notation of Guarantee”), B shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation notation of Guarantee shall be executed signed on behalf of each such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature of one Officer signature. In case the officer, board member or other person duly authorized by all necessary corporate action director of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation signed such notation of Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Guarantee had not affixed ceased to any particular Notebe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 10.01 7.01 hereof shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a Notation of Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee notation of such Note shall nevertheless be validGuarantee. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this the Indenture on behalf of each Guarantorthe Guarantors.

Execution and Delivery of Guarantee. To further For all Securities issued after February 10, 2023 as to which the Issuer elects to issue with the benefit of the Guarantees as provided herein, to evidence its Guarantee set forth in Section 10.0116.01 in respect of Securities of a series issued with the benefit of Guarantees, each the Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), as shall be established in one or more indentures supplemental hereto, will be endorsed by an officer of the Guarantor on each Note Security of that series authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each the Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionits officers. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall 16.01 will remain in full force and effect notwithstanding any failure to endorse on each Note Security of that series a Notation notation of such Guarantee. If an Officer of a Guarantor officer whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note Security of that series on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note Security of a series issued with the benefit of Guarantees by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantor (including, for the avoidance of doubt, all Securities which have been previously issued, and authenticated by the Trustee, and which remain Outstanding as of February 10, 2023).

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each --------- Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Notethereof. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Guarantors. When permitted under the terms of the AC-1 Credit Facility or when the AC-1 Credit Facility has been retired, if required by Section 4.17 hereof, the Company shall cause each Guarantorof the AC Subsidiaries (other than GTH, which is a Guarantor as of the date of this Indenture) to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 4.17 hereof, and this Article 10, to the extent applicable. In the event that the Company creates or acquires any new Restricted Subsidiaries subsequent to the date of this Indenture, if required by Section 4.18 hereof, the Company shall cause such Restricted Subsidiaries to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 4.18 hereof, and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)G hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0110.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee substantially in the form of attached as Exhibit E hereto (each, a “Notation of Guarantee”), shall will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall Trustee and that this Indenture will be executed on behalf of each such Guarantor by either manual or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 shall hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless will be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Company or any of its Restricted Subsidiaries creates or acquires any Domestic Restricted Subsidiary after the date of this Indenture, if required by Section 4.17 hereof, the Company will cause such Domestic Restricted Subsidiary to comply with the provisions of Section 4.17 hereof and this Article 10, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)B hereto, shall be endorsed on each Note Security authenticated and --------- delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who each Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.019.01, each Subsidiary Guarantor hereby agrees that a notation of such Guarantee, Guarantee in substantially in the form of included in Exhibit E B attached hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Subsidiary Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Subsidiary Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Vice Presidents. Each of the Guarantors Subsidiary Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 9.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Subsidiary Guarantors. The Company hereby agrees that it shall cause each Person that becomes obligated to provide a Guarantee pursuant to Section 4.18 (each, a "Future Subsidiary Guarantor") to execute a supplemental indenture in form and substance reasonably satisfactory to the Trustee, pursuant to which such Person provides the guarantee set forth in this Article 9 and otherwise assumes the obligations and accepts the rights of a Subsidiary Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor. The Company also hereby agrees to cause each such new Guarantor to evidence its guarantee by endorsing a notation of such guarantee on each Note as provided in this Section 9.03.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.01this Supplemental Indenture, each New Guarantor hereby agrees that and Successor Guarantor is, contemporaneously with its execution and delivery of this Supplemental Indenture, executing and delivering to the Trustee a notation of such Guarantee, Guarantee substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note authenticated and delivered by to the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionIndenture. The validity and enforceability of any Notation of the Guarantee set forth in this Supplemental Indenture and such Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Security. (b) Each of the New Guarantors and Successor Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 this Supplemental Indenture and such Guarantee shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. . (c) If an Officer of a New Guarantor or Successor Guarantor whose signature is on this Supplemental Indenture or a Notation of such Guarantee no longer holds that office at the time the Trustee authenticates the Note any Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note Security shall nevertheless be valid. . (d) The delivery of any Note Security by the Trustee, after the authentication thereof hereunderunder the Indenture, shall constitute due delivery of any Note the Guarantee set forth in this Supplemental Indenture and such Guarantee on behalf of each New Guarantor and Successor Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0112.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)F herein, shall be endorsed on each Note authenticated and --------- delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who each Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 12.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.0113.1, each Guarantor hereby agrees that a notation of such GuaranteeGuarantee substantially in the form included in Exhibit C shall be endorsed by an Officer of such Guarantor on each Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by its Chairman, President or one of its Vice Presidents. Further, the Company shall cause all future Guarantors to execute a Supplemental Indenture substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each D. Each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 13.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication "thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. In the event that the Parent creates or acquires any new Subsidiaries subsequent to the date of this Indenture, if required by Section 10.20 hereof the Parent shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Guarantees in accordance with Section 10.20 hereof and this Article Thirteen, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0110.01 hereof, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto hereto, shall be executed on behalf of such Guarantor by one of its Officers (eachby manual or facsimile signature) under its corporate seal (which may be a facsimile of its genuine seal and provided that, if any Guarantor is a “Notation partnership, the corporate seal shall be that of Guarantee”)its direct or indirect corporate general partner executing the Guarantee or, if such partnership has no direct or indirect corporate general partner, the seal shall be that of its general partner executing the Guarantee or, if such general partner has no seal, the seal may be omitted) attested by the manual of facsimile signature of another of its Officers and shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation Typographical and other minor defects in any reproduction of Guarantee any such signature or seal shall be executed on behalf not affect the validity or enforceability of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actionany Guarantee. The In addition, the validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it a notation of such Guarantee is not affixed to any particular Note. The Company shall cause all future Guarantors to execute a supplemental indenture and otherwise comply with Sections 4.17 and 4.22 hereof. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the such Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor. To provide an "original evidence of debt" as required by Section 00-00-000 and 00-00-000 of the Colorado Revised Statutes (or any successor statutes thereto), CF&I has, on the Issue Date, executed and delivered the CF&I Note to the Trustee, which CF&I Note further evidences the Guarantee set forth in Section 10.01 hereof. The parties hereto agree that the Guarantee of CF&I set forth in this Article Ten and the notation of such Guarantee endorsed on each Note shall in no way be limited by the CF&I Note. The CF&I Note shall be executed and attested as provided above in this Section 10.02, but notwithstanding the foregoing provisions of this Section 10.02, a notation of the CF&I Note shall not be endorsed on the Notes. Anything herein to the contrary notwithstanding, CF&I's covenants and agreements and the other provisions and limitations set forth in this Article Ten applicable to CF&I's Guarantee shall, unless the context otherwise requires, apply equally to the CF&I Note and, as a result, the CF&I Note will be entitled to the benefits of such covenants and agreements and shall be subject to such other provisions and limitations (including, without limitation, Sections 10.01, 10.05, 10.06 and 10.07 hereof). The Trustee shall hold the CF&I Note for the benefit of the Holders. Upon receipt of a Company Order in connection with any release or partial release of property subject to any Mortgage executed by CF&I, the Trustee shall present the Global Note to the relevant public trustee in the State of Colorado in order to obtain such release or partial release (but the Trustee shall thereafter retain possession of the Global Notes).

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Trustee and such Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action an Officer of such Guarantor who shall have been duly authorized to so execute by all requisite corporate actiona general partner, as the case may be, of each Guarantor. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0115.01, each Guarantor of the Guarantors hereby agrees that a notation of relating to such Guarantee, substantially in the form of Exhibit E attached hereto (each, a “Notation of Guarantee”)as Annex A, shall be endorsed on each Note Security entitled to the benefits of the Guarantee authenticated and delivered by the Trustee. Such Notation of Guarantee shall be Trustee and executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action an officer of such Guarantor, or in the case of a Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability that is a limited partnership, an officer of any Notation the general partner of Guarantee shall not be affected by each Guarantor, or in the fact case of a Guarantor that it is not affixed to any particular Notea limited liability company, an officer or manager of such Guarantor. Each of the Guarantors hereby agrees that its Note the Guarantee set forth in Section 10.01 15.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation of notation relating to the Guarantee. If an Officer any officer of any Guarantor, or in the case of a Guarantor that is a limited partnership, any officer of the general partner of the Guarantor, or in the case of a Guarantor that is a limited liability company, an officer or manager of such Guarantor, whose signature is on this Indenture or a Notation of Guarantee Security no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed Security or at any time thereafter, such Guarantor’s Notation of the Guarantee of such Note Security shall nevertheless be validvalid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. The Trustee hereby accepts the trusts in this Indenture upon the terms and conditions herein set forth.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.1, each the Guarantor hereby agrees that a notation of such the Guarantee, substantially in the form of included in Exhibit E hereto (each, a “Notation of Guarantee”)C to this Indenture, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of The Guarantee shall be executed on behalf of each the Guarantor by either manual or facsimile signature of one an Officer or other person duly authorized by all necessary corporate action of such Guarantor the Guarantor, who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of the Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors The Guarantor hereby agrees that its Note the Guarantee set forth in Section 10.01 11.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a the Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such the Guarantor’s Notation of 's Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each the Guarantor.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.0111.01, on the Issue Date (i) each Initial Guarantor hereby agrees that shall be required to have a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation endorsed by one or more Officers of Guarantee”), shall be endorsed such Initial Guarantor by manual or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee , and (ii) this Indenture shall be executed on behalf of each such Initial Guarantor by either one or more of its Officers by manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such signature. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) In the event that the Company creates or acquires any new Restricted Subsidiary (other than a Non-Guarantor Restricted Subsidiary that is not required to issue a Guarantee as described under Section 4.12 hereof) subsequent to the date of this Indenture, if required by Section 4.12 hereof, the Company shall cause such Restricted Subsidiary to execute a supplemental indenture to this Indenture substantially in the form included in Exhibit F and a Guarantee in accordance with Section 4.12 hereof and this Article Eleven, to the extent applicable.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.0111.01, on the Issue Date (i) each Initial Guarantor hereby agrees that shall be required to have a notation of such Guarantee, Guarantee substantially in the form included in Exhibit F endorsed by one or more Officers of Exhibit E hereto (each, a “Notation of Guarantee”), shall be endorsed such Initial Guarantor by manual or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee , and (ii) this Indenture shall be executed on behalf of each such Initial Guarantor by either one or more of its Officers by manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such signature. (b) Each Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) In the event that the Company creates or acquires any new Restricted Subsidiary (other than a Non-Guarantor Restricted Subsidiary that is not required to issue a Guarantee as described under Section 4.12 hereof) subsequent to the date of this Indenture, if required by Section 4.12 hereof, the Company shall cause such Restricted Subsidiary to execute a supplemental indenture to this Indenture substantially in the form included in Exhibit F and a Guarantee in accordance with Section 4.12 hereof and this Article Eleven, to the extent applicable.

Execution and Delivery of Guarantee. (a) To further evidence its Guarantee set forth in Section 10.01, on the Issue Date each Initial Guarantor hereby agrees that shall be required to have a notation of such Guarantee, Guarantee substantially in the form of included in Exhibit E hereto (each, a “Notation endorsed by an Officer of Guarantee”), shall be endorsed such Initial Guarantor by manual or facsimile signature on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each . (b) Each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. . (c) If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be valid. valid nevertheless. (d) The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of each Guarantorthe Guarantors. (e) Subsequent to the date of this Indenture, in the event a Restricted Subsidiary is required by Section 4.12 hereof to guarantee the Company’s obligations under the Notes and this Indenture, the Company shall cause such Restricted Subsidiary to execute a supplemental indenture to this Indenture substantially in the form included in Exhibit E hereto and Guarantees in accordance with Section 4.12 hereof and this Article Ten, to the extent applicable.

Execution and Delivery of Guarantee. To further evidence its the Guarantee set forth in Section 10.0111.01, each Guarantor hereby agrees that a notation of such Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)F hereto, shall be endorsed on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who each Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee the Guarantees set forth in Section 10.0111.1, each Guarantor Guarantor, upon the execution and delivery of a Guarantee pursuant to Section 4.15 or 4.20, hereby agrees that a notation of such its Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)hereto, shall be endorsed on each Note Security authenticated --------- and delivered by the Trustee. Such Notation The Guarantee of Guarantee any Guarantor shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors Guarantors, upon the execution and delivery of a Guarantee pursuant to Section 4.15 or 4.20, hereby agrees that its Note Guarantee set forth in Section 10.01 11.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee the Guarantees set forth in Section 10.0111.1, each Guarantor hereby agrees that a notation of such its Guarantee, substantially in the form of Exhibit E hereto (each, a “Notation of Guarantee”)C hereto, shall be endorsed on each Note Security authenticated and delivered by the Trustee. Such Notation The Guarantee of Guarantee any Guarantor shall be executed on behalf of each such Guarantor by either manual or facsimile signature of one Officer or other person duly authorized by all necessary corporate action two Officers of such Guarantor who Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular NoteSecurity. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 10.01 11.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of Guarantee no longer holds that office at the time the Trustee authenticates the Note Security on which such Notation of Guarantee is endorsed or at any time thereafter, such Guarantor’s Notation of 's Guarantee of such Note Security shall nevertheless be valid. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of each Guarantor.

Execution and Delivery of Guarantee. To further evidence its Guarantee set forth in Section 10.019.01, each Guarantor hereby agrees that a notation of such Guarantee, Guarantee in substantially in the form of included in Exhibit E B attached hereto (each, a “Notation of Guarantee”), shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee. Such Notation of Guarantee Trustee and that this Indenture shall be executed on behalf of each such Guarantor by either manual its President or facsimile signature one of one Officer or other person duly authorized by all necessary corporate action of such Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Notation of Guarantee shall not be affected by the fact that it is not affixed to any particular Noteits Vice Presidents. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 10.01 9.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a Notation notation of such Guarantee. If an Officer of a Guarantor whose signature is on this Indenture or a Notation of on the Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Notation of a Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s Notation of the Guarantee of such Note shall nevertheless be validvalid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note the Guarantee set forth in this Indenture on behalf of the Guarantors. The Company hereby agrees that it shall cause each Person that becomes obligated to provide a Guarantee pursuant to Section 4.16 (each, a “Future Guarantor”) to execute a supplemental indenture pursuant to which such Person provides the guarantee set forth in this Article 9 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor. The Company also hereby agrees to cause each such new Guarantor to evidence its guarantee by endorsing a notation of such guarantee on each Note as provided in this Section.