Common use of Execution and Delivery of Guarantees Clause in Contracts

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect Unless otherwise specified in the terms of a Guarantee of a series of Securities under this Indenture, each Guarantee shall include the terms of the Guarantee set forth in Section 14.01 and shall be substantially in the form established pursuant to Securities Section 2.16. Each Guarantor of or within any such series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 2012.16, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the each such Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or any one of its Executive Vice Presidents president, vice presidents or Vice Presidents, or other person duly authorized by its Treasurer or one the Board of its Assistant Treasurers and attested by its Secretary or one Directors of its Assistant Secretariessuch Guarantor. The signature of any or all of these officers persons on the Guarantees a Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures signature of the individuals who were at any time the proper officers of the such Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed any Security or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunderthereof, shall constitute due delivery of the Guarantees endorsed thereon Guarantee on behalf of a Guarantor and shall bind such Guarantor notwithstanding the fact that the Guarantee does not bear the signature of such Guarantor. The Every Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 14.01 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 Security a notation of any such GuaranteeSecurity.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect Unless otherwise specified in the terms of a Guarantee of a series of Securities under this Indenture, each Guarantee shall include the terms of the Guarantee set forth in Section 6.01 and shall be substantially in the form established pursuant to Securities Section 2.16. Each Guarantor of or within any such series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 2012.16, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the each such Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or any one of its Executive Vice Presidents chairman of the Board of Directors, president, vice presidents or Vice Presidents, or other person duly authorized by its Treasurer or one the Board of its Assistant Treasurers and attested by its Secretary or one Directors of its Assistant Secretariessuch Guarantor. The signature of any or all of these officers persons on the Guarantees a Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures signature of the individuals who were at any time the proper officers of the such Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed any Security or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunderthereof, shall constitute due delivery of the Guarantees endorsed thereon Guarantee on behalf of a Guarantor and shall bind such Guarantor notwithstanding the fact that the Guarantee does not bear the signature of such Guarantor. The Every Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 6.01 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 Security a notation of any such GuaranteeSecurity.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall be in the Guarantor form set forth in Exhibit B. Each of the Guarantors hereby agrees to execute the Guarantees, its Guarantee in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the each respective Guarantor by its any one of such Guarantor’s Chairman of the BoardBoard of Directors, Vice Chairman of the Board of Directors, President, Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretariesany authorized signatories for any Guarantors that are not corporations. The signature of any or all of these officers on the Guarantees Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. Each Guarantee shall be registered, transferred, exchanged and cancelled, and shall be held in definitive or global form, in the same manner and together with the Security to which it relates, in accordance with Article III. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 13.01 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, The Guarantee to be guaranteed by endorsed on the Guarantor, Securities shall be in the form approved as set forth in Section 2.2 hereof. The Guarantor hereby agrees to execute the Guarantees, its Guarantee in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its any one of the Guarantor’s Chairman of the BoardBoard of Directors, Vice Chairman of the Chief Executive OfficerBoard of Directors, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents Chief Financial Officer or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any or all of these officers on the Guarantees Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. Each Guarantee shall be registered, transferred, exchanged and cancelled, and shall be held in definitive or global form, in the same manner and together with, the Security to which it relates, in accordance with Article III. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby jointly and severally agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 11.1 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall be in the Guarantor form set forth in Exhibit B. Each of the Guarantors hereby agrees to execute the Guarantees, its Guarantee in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the each respective Guarantor by its any one of such Guarantor’s Chairman of the BoardBoard of Directors, Vice Chairman of the Chief Executive OfficerBoard of Directors, the Chief Operating Officer, the Financial Officer, or its President, Chief Financial Officer or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretariesany authorized signatories for any Guarantors that are not corporations. The signature of any or all of these officers on the Guarantees Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. Each Guarantee shall be registered, transferred, exchanged and cancelled, and shall be held in definitive or global form, in the same manner and together with, the Security to which it relates, in accordance with Article III. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 13.01 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect Unless otherwise specified in the terms of a Guarantee of a series of Securities under this Indenture, each Guarantee shall include the terms of the Guarantee set forth in Section 14.01 and shall be substantially in the form established pursuant to Securities Section 2.16. Each Guarantor of or within any such series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 2012.16, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the each such Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or any one of its Executive Vice Presidents chairman of the Board of Directors, president, vice presidents or Vice Presidents, or other person duly authorized by its Treasurer or one the Board of its Assistant Treasurers and attested by its Secretary or one Directors of its Assistant Secretariessuch Guarantor. The signature of any or all of these officers persons on the Guarantees a Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures signature of the individuals who were at any time the proper officers of the such Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed any Security or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunderthereof, shall constitute due delivery of the Guarantees endorsed thereon Guarantee on behalf of a Guarantor and shall bind such Guarantor notwithstanding the fact that the Guarantee does not bear the signature of such Guarantor. The Every Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 14.01 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 Security a notation of any such GuaranteeSecurity.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall be in the Guarantor form set forth in Exhibit D. Each of the Guarantors hereby agrees to execute the Guarantees, its Guaranty in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee Guaranty shall be executed on behalf of the each respective Guarantor by its any one of such Guarantor's Chairman of the Board, Vice Chairman of the Board, President, Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any or all of these officers on the Guarantees Guaranty may be manual or facsimile. Guarantees 108 A Guaranty bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guaranty is endorsed or did not hold such offices at the date of such SecuritiesGuaranty. Each Guaranty shall be registered, transferred, exchanged and cancelled, and shall be held in definitive or global form, in the same manner and together with, the Security to which it relates, in accordance with Article III. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guaranty endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its Guarantees Guaranty set forth in this Article Thirteen Section 13.1 shall remain in full force and effect notwithstanding any failure to endorse a Guaranty on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, or its Vice Chairman of the Chief Executive Officer, the Chief Operating Officer, the Financial OfficerBoard, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor16.1, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 2012.2, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman chairman, vice chairman, president, any vice president, chief executive officer, chief financial officer, treasurer, any assistant treasurer, its secretary or any assistant secretary, under its corporate seal which may but need not, be attested. Such signatures may be the manual or facsimile signatures of such officers. The seal of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers on the Guarantees Guarantor may be manual in the form of a facsimile thereof and may be impressed, affixed, imprinted or facsimileotherwise reproduced thereon. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 16.1 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor1301, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, President or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one under a facsimile of its Assistant Treasurers corporate seal reproduced thereon and attested by its Secretary or one of its Assistant Deputy Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1301 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.. ARTICLE FOURTEEN Defeasance and Covenant Defeasance

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor1501, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201202, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, Vice Chairman of the Chief Executive OfficerBoard, the Chief Operating Officer, the Financial Officer, or its President, President or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one under a facsimile of its Assistant Treasurers corporate seal reproduced thereon and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1501 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. (Signatures on following page)

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall include the terms of the Guarantee set forth in Section 13.1 and any other terms that may be set forth in the form established pursuant to Section 2.1. Each Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 2012.1, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such The Guarantee shall be executed on behalf of the each Guarantor by its any one of such Guarantor's Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers Senior Vice Presidents, and Vice Presidents and attested by its such Guarantor's Secretary or one of its Assistant Secretaries. The Any such signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors, jointly and severally with the other Guarantors, hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 13.1 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers Officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its The Guarantees to be endorsed on the Securities of each series issued under the Indenture shall include the terms of the guarantees set forth in Section 1601 and any other terms that may be set forth in the form established pursuant to Section 204 with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by the Guarantor, the such series. The Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201204, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee The Guarantees shall be executed on behalf of the Guarantor by any of its Chairman of the BoardChairman, the its President, its Chief Executive Officer, the its Chief Operating Officer, the Financial Officer, or its PresidentTreasurer, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Corporate Secretary or one of its Assistant Secretariesa Vice-President. The signature of any of these officers on the Guarantees may be manual or facsimilefacsimile and may be imprinted or otherwise reproduced on the Guarantees. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the a Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1601 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guarantee.any Security. * * * * *

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, The Guarantee to be guaranteed by endorsed on the Guarantor, the Notes is set forth in Exhibit A-2. Each Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 201Exhibit A-2, to be endorsed on each Security of such series Note authenticated and delivered by the Trustee. Each such The Guarantee shall be executed on behalf of the each respective Guarantor by its Chairman any Officer of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretariessuch Guarantor. The signature of any of these officers Officer on the Guarantees Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Note on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1201 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Note.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor1301, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201202, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, Vice Chairman of the Chief Executive OfficerBoard, the Chief Operating Officer, the Financial Officer, or its President, President or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one under a facsimile of its Assistant Treasurers corporate seal reproduced thereon and attested by its Secretary or one of its Assistant Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1401 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee. * * * This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall be in the Guarantor form set forth in Exhibit D. Each of the Guarantors hereby agrees to execute the Guarantees, its --------- Guaranty in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee Guaranty shall be executed on behalf of the each respective Guarantor by its any one of such Guarantor's Chairman of the Board, Vice Chairman of the Board, President, Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of any or all of these officers on the Guarantees Guaranty may be manual or facsimile. Guarantees A Guaranty bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guaranty is endorsed or did not hold such offices at the date of such SecuritiesGuaranty. Each Guaranty shall be registered, transferred, exchanged and cancelled, and shall be held in definitive or global form, in the same manner and together 157 with, the Security to which it relates, in accordance with Article III. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guaranty endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its Guarantees Guaranty set forth in this Article Thirteen Section 13.1 shall remain in full force and effect notwithstanding any failure to endorse a Guaranty on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall be in the Guarantor form set forth in Exhibit A. Each of the Guarantors hereby agrees to execute the Guarantees, its Guarantee in a form established pursuant to Section 201such form, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee The Guarantees shall be executed on behalf of the each respective Guarantor by its Chairman any authorized person of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant SecretariesGuarantor. The signature of any of these officers such authorized person on the Guarantees Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers authorized persons of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security subject to the Guarantees as specified above by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors hereby jointly and severally agrees that its the Guarantees set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse the Guarantees on each Security a notation of such Guaranteeany Security.

Execution and Delivery of Guarantees. (a) To evidence its Guarantees with respect to Securities Guarantee set forth in Section 13.01, each Guarantor agrees that this Indenture shall be signed on behalf of such Guarantor by an Officer of such Guarantor (or, if an Officer is not available, by a board member or within any series that are specifieddirector or another authorized Person) on behalf of such Guarantor by manual, as contemplated by Section 301electronic or facsimile signature. In case the Officer, board member or director of such Guarantor who shall have signed this Indenture shall cease to be guaranteed by such Officer, board member or director before the Guarantor, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series Notes shall have been authenticated and delivered by the Trustee. Each , such Guarantee shall Notes nevertheless may be executed on behalf of authenticated and delivered as though the Guarantor by its Chairman of the Board, the Chief Executive Person who signed this Indenture had not ceased to be such Officer, board member or director. (b) Each Guarantor agrees that, except as otherwise provided in this Indenture, its Guarantee set forth in Section 13.01 shall remain in full force and effect and shall apply to all the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its Secretary or one of its Assistant Secretaries. The signature of Notes notwithstanding any of these officers failure to endorse on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date each Note a notation of such SecuritiesGuarantee. The delivery of any Securities Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon any Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. The Guarantor hereby agrees that its Guarantees set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such GuaranteeGuarantee shall not affect or impair the validity thereof.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor1301, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, President or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one under a facsimile of its Assistant Treasurers corporate seal reproduced thereon and attested by its Secretary or one of its Assistant Deputy Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1301 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.. ARTICLE FOURTEEN

Execution and Delivery of Guarantees. To evidence its Guarantees ------------------------------------ Guarantee with respect to Securities of or within any series that are specifiedthe Notes, as contemplated by Section 301, to be guaranteed by the Guarantor, the each Guarantor hereby agrees to execute its Guarantee, substantially in the Guarantees, in a form established pursuant to Section 201of Exhibit B hereto, to be endorsed on each Security of such series Note authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the such Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers an Authorized Representative and attested by its Secretary or one of its Assistant SecretariesSecretaries or Assistant Clerks or an Authorized Representative. The signature of any of these officers on the Guarantees such Guarantee may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were the proper officers of the Guarantor thereof shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities Notes upon which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesNotes. The delivery of any Securities Notes by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the GuarantorGuarantors. The Each Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen shall remain in full force and effect notwithstanding any failure to endorse on each Security Note a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its Guarantees with respect to Securities of or within any series that are specified, as contemplated by guarantee provided in Section 301, to be guaranteed by the Guarantor1301, the Guarantor hereby agrees to execute the Guarantees, in a form established pursuant to Section 201, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such Guarantee shall be executed on behalf of the Guarantor by its Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, President or one of its Executive Vice Presidents or Vice Presidents, or by its Treasurer or one under a facsimile of its Assistant Treasurers corporate seal reproduced thereon and attested by its Secretary or one of its Assistant Deputy Secretaries. The signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the Guarantor shall bind the Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon which such Guarantees are endorsed or did not hold such offices at the date of such Securities. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the Guarantor. The Guarantor hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 1301 shall remain in full force and effect notwithstanding any failure to endorse on each Security a notation of such Guarantee.

Execution and Delivery of Guarantees. To evidence its The Guarantees with respect to Securities of or within any series that are specified, as contemplated by Section 301, to be guaranteed by endorsed on the Guarantor, Securities shall include the terms of the Guarantee set forth in Section 13.1 and any other terms that may be set forth in the form established pursuant to Section 2.1. Each Guarantor hereby agrees to execute the Guaranteesits Guarantee, in a form established pursuant to Section 2012.1, to be endorsed on each Security of such series authenticated and delivered by the Trustee. Each such The Guarantee shall be executed on behalf of the each Guarantor by its any one of such Guarantor's Chairman of the Board, the Chief Executive Officer, the Chief Operating Officer, the Financial Officer, or its President, or one of its Executive and Vice Presidents or Vice Presidents, or by its Treasurer or one of its Assistant Treasurers and attested by its such Guarantor's Secretary or one of its Assistant Secretaries. The Any such signature of any of these officers on the Guarantees may be manual or facsimile. Guarantees A Guarantee bearing the manual or facsimile signatures of the individuals who were at any time the proper officers of the a Guarantor shall bind the such Guarantor, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of the Securities upon Security on which such Guarantees are Guarantee is endorsed or did not hold such offices at the date of such SecuritiesGuarantee. The delivery of any Securities Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees Guarantee endorsed thereon on behalf of the GuarantorGuarantors. The Guarantor Each of the Guarantors, jointly and severally with the other Guarantors, hereby agrees that its Guarantees Guarantee set forth in this Article Thirteen Section 13.1 shall remain in full force and effect notwithstanding any failure to endorse a Guarantee on each Security a notation of such Guaranteeany Security.