Common use of Form and Dating Terms Clause in Contracts

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 of this Indenture or a Change of Control Offer as provided in Section 4.154.15 of this Indenture, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that if any Additional Notes are not fungible with the IssuerInitial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the Company’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 of this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix I, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering If the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall are not be required in connection fungible with the Initial Notes) and Officer’s Certificate required by Section 12.03Notes for U.S. federal income tax or other purposes, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Additional Notes shall have been complied witha separate CUSIP number.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix I, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any If the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax or other purposes, such Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied witha separate CUSIP number.

Form and Dating Terms. (a) The Notes (including the endorsement of the Note Guarantees) and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Officers’ Certificate of the Issuer required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does Company and shall not affect the rights, duties duties, powers or obligations immunities of the Trustee without the consent of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 150,000 and integral multiples of $1,000 in excess thereof (or if a PIK Payment has been made, in denominations of $1.00 and any integral multiple of $1.00 in excess thereof). (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.15 or a Change of Control Offer as provided in Section 4.154.16, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subjectsubject (and the Company shall promptly notify the Trustee in writing in the event the Notes are listed on any national securities exchange or delisted therefrom), if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.14 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09; and provided further that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges, transfers, purchases and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note will be exchanged for beneficial interests in the Regulation S Permanent Global Note pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note, the Trustee will cancel the Regulation S Temporary Global Note. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.10Sections 4.09 and 4.12. The Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price and, if applicable, the date from which interest shall accrue. Except as described under Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes; provided that, if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0313.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with. (d) The provisions of the “Operating Procedures of the Euroclear System” and “Terms and Conditions Governing Use of Euroclear” and the “General Terms and Conditions of Clearstream Banking” and “Customer Handbook” of Clearstream shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by Participants through Euroclear or Clearstream.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. However, to the extent that any provision of Appendix A conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 33 and the Notes. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with2.14.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture and in compliance with Section 7 of the Negotiable Obligations Law. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Company is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 U.S.$1,000 and integral multiples of $1,000 U.S.$1.0. The Notes shall be issued in excess thereofregistered form and without interest coupons. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase redemption or otherwise (other than issue date and redemption the issue price) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue . Any Additional Notes shall be subject issued with the benefit of an indenture supplemental to the Issuer’s compliance with Section 4.10this Indenture. Any Additional Notes shall be issued under an indenture supplemental a separate ISIN or other identifying number unless, for U.S. federal income tax purposes, the Additional Notes are issued pursuant to this Indenture. In authenticating and delivering a “qualified reopening” of the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, are otherwise treated as part of the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with same “issue” as the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion or do not have greater than a de minimis amount of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withoriginal issue discount.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Registrar, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Initial Notes and the Trustee’s certificate of authentication authentication, and any Additional Notes and the Trustee’s certificate of authentication, shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. . (d) Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendments, offers to repurchase issue price and redemption first Interest Payment Date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09; and provided, further, that if any such Additional Notes are not fungible for U.S. federal income tax purposes with the Initial Notes, such Additional Notes will be issued with a separate CUSIP number and ISIN. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering . (e) For purposes of the Initial Interest Act (Canada), the rate of interest payable under the Notes, Additional Notes and any other Notes issued pursuant when expressed as an annual rate of interest, is equivalent to this Indenture(x) the applicable rate payable based on a year of 360 days, (y) multiplied by the Trustee shall receive and shall be fully protected actual number of days in conclusively relying upon, the calendar year in addition to which the Opinion of Counsel period for which such interest is payable (which shall not be required in connection with the Initial Notesor compounded) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notesends, and (iiz) stating that all laws and requirements in respect of the execution and delivery divided by the Issuer of such Notes have been complied with360.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (d) The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 of this Indenture or a Change of Control Offer as provided in Section 4.154.15 of this Indenture, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. . (e) Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that if any Additional Notes are not fungible with the IssuerInitial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the Company’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 of this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 200,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 ‎Section 4.16 or a Change of Control Offer as provided in Section ‎Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section ‎Section 4.09 and ‎Section 4.10. Any ; provided, further, that unless such Additional Notes shall be are issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notesa separate CUSIP, such Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall will be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection fungible with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withfor U.S. federal income tax purposes.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Company is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waivers, amendments, offers to repurchase and redemption or otherwise as the Initial Notes (other than issue price or the payment of interest accruing prior to the issue date of such Additional Notes except for the first payment of interest following the issue date of such Additional Notes, but may have different issue prices, issue dates and CUSIP numbers); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Notes for U.S. federal income tax purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.10, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue if any such Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Initial Notes for U.S. federal income tax purposes, such Additional Notes will have one or more separate CUSIP numbers. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, any Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waivers, amendments, offers to repurchase and redemption or otherwise as the Initial Notes, but may have different Notes (other than the issue pricesdate, issue dates price and CUSIP numbersthe initial Interest Payment Date of such Additional Notes); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10then-outstanding Notes for U.S. federal income tax or other purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which either of the Issuer Issuers or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuers). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 4.15 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes; provided, however, a separate CUSIP or ISIN will be issued for Additional Notes, if the Notes and shall have substantially identical termsAdditional Notes are not treated as fungible for U.S. federal income tax or other purposes; provided, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided further that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section Sections 4.09 and 4.10. Additional Notes that differ with respect to maturity date, interest rate, optional redemption provisions from the Initial Notes will constitute a different series from the Initial Notes. Additional Notes that have the same maturity date, interest rate, optional redemption provisions or other provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does Company and shall not affect the rights, duties duties, powers or obligations immunities of the Trustee without the consent of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.15 or a Change of Control Offer as provided in Section 4.154.16, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09; provided, further that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s 's certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 €100,000 and integral multiples of $€1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the "Schedule of Exchanges of Interests in the Global Note" attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Registrar, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. (d) The provisions of the "Operating Procedures of the Euroclear System" and "Terms and Conditions Governing Use of Euroclear" and the "General Terms and Conditions of Clearstream Banking" and "Customer Handbook" of Clearstream will be applicable to transfers of beneficial interests in the Notes that are held by Agent Members through Euroclear or Clearstream; provided, however, that the Trustee, the Paying Agent and the Registrar shall not have any duty or obligation with respect to any such procedures. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. However, to the extent that any provision of Appendix A conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09; provided, further, that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes. Any Additional Notes shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges, transfers, purchases and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note will be exchanged for beneficial interests in the Regulation S Permanent Global Note pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note, the Trustee will cancel the Regulation S Temporary Global Note. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.10Sections 4.09 and 4.12. The Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price and, if applicable, the date from which interest shall accrue. Except as described under Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes; provided that, if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0313.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with. (d) The provisions of the “Operating Procedures of the Euroclear System” and “Terms and Conditions Governing Use of Euroclear” and the “General Terms and Conditions of Clearstream Banking” and “Customer Handbook” of Clearstream shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by Participants through Euroclear or Clearstream.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Issuers but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. Interest on the Notes shall be computed on the basis of a 360-day year comprised of twelve 30-day months. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class series with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture4.09. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected and shall incur no liability in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Issuers of such Notes have been complied withdoes not violate applicable law and (iii) such other matters as the Trustee shall reasonably request. Notwithstanding the preceding sentence, no Opinion of Counsel regarding the matters set forth in Section 12.03 shall be required with respect to the authentication and delivery of the Initial Notes.

Form and Dating Terms. (a) The Notes and the Trustee’s 's certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the "Schedule of Exchanges of Interests in the Global Note" attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Registrar, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, the Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form forms of Exhibit A A-1 and Exhibit A-2 hereto, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Partnership is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteePartnership). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes of each series that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Partnership and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Partnership pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.11, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes of any series ranking pari passu with the Initial Notes of such series may be created and issued from time to time by the Issuer Partnership without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes of such series and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10of such series. Any Additional Notes of any series shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that, if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s Trustee‟s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Company is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Subject to Sections 4.07 and 4.09, Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or the consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waiverssecurity, amendments, offers to repurchase and redemption or otherwise as the Initial Notes (other than issue price or the payment of interest accruing prior to the issue date of such Additional Notes except for the first payment of interest following the issue date of such Additional Notes, but may have different issue prices, issue dates and CUSIP numbers); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Notes for U.S. federal income tax purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, (ii) stating that the form and terms of such Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s 's certificate of authentication with respect to the Notes shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depository or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A hereto (but without the Global Note Legend thereon and without the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the "Schedule of Exchanges of Interests in the Global Note" attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note will be exchanged for beneficial interests in the Regulation S Permanent Global Note pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note, the Trustee will cancel the Regulation S Temporary Global Note. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall (except as described under Article 6 or Article 9) be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Company's ability to issue Additional Notes shall be subject to the Issuer’s Company's compliance with Section 4.104.09. The Initial Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price, and, if applicable, the date from which interest shall accrue. Except as described under Article 6 or Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes, provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to "Notes" for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s 's Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with. (d) The provisions of the "Operating Procedures of the Euroclear System" and "Terms and Conditions Governing Use of Euroclear" and the "General Terms and Conditions of Clearstream Banking" and "Customer Handbook" of Clearstream shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by Participants through Euroclear or Clearstream.

Form and Dating Terms. (a) The Notes and the Trustee’s 's certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Company's ability to issue Additional Notes shall be subject to the Issuer’s Company's compliance with Section 4.104.09. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s 's Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Notes have been complied withdoes not violate applicable laws, and (iii) such other matters as the Trustee shall reasonably request.

Form and Dating Terms. (a) Provisions relating to the Initial Notes of each Series, Additional Notes of each Series and any other Notes of a Series issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A (appropriately completed to reflect whether the applicable Note is a Series I Note or a Series II Note) hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes of each Series that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Co-Obligor, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes of each Series shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes of any Series may be created and issued from time to time by the Issuer Company without notice to or consent of the any Holders and shall be consolidated with and form a single class with the Initial Notes of such Series and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbersNotes of such Series; provided that, if any Additional Notes of a Series that are not fungible with the Initial Notes of such Series for U.S. federal income tax purposes, such Additional Notes will not utilize the same CUSIP number or ISIN as the Initial Notes of such Series; provided, further, that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial , which supplemental indenture shall designate such Additional Notes as Additional Series I Notes or Additional Series II Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withapplicable.

Form and Dating Terms. (a) Provisions relating to the Existing Notes, the Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors, the Trustee and the TrusteeNotes Collateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article ARTICLE 3. The Exchange Notes constitute Additional Notes. No Additional Notes ranking pari passu with other than the Initial Exchange Notes may be created and issued from time to time by on the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes Issue Date shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the U.S. Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of either of the TrusteeTrustees). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $US$2,000 and integral multiples of $US$1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the TrusteeTrustees, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the U.S. Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, (ii) stating that the form and terms of such Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the U.S. Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of either of the TrusteeTrustees). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the TrusteeTrustees, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the U.S. Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Notes have been complied withdoes not violate applicable laws, and (iii) such other matters as the U.S. Trustee shall reasonably request.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities commissions or exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The Subject to the terms and conditions of this Indenture, the aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The Issuer shall issue a maximum aggregate principal amount of $250 million of Initial Notes under this Indenture on the Issue Date. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, PNCC, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer Disposition Offer, Collateral Disposition Offer, as provided in Section 4.11 or 4.10, a Change of Control Offer as provided in Section 4.154.14, and otherwise or Excess Cash Flow Offers as not prohibited by this Indentureprovided in Section 3.08. The Notes shall not be redeemable redeemable, other than as provided in Article 3. In addition, the Issuer may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes (as provided herein) and Exchange Notes. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and Exchange Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes and Exchange Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Trustee, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 hereof or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.13 hereof. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase and purchase, redemption or otherwise as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 hereof. Additional Notes shall have identical terms as the Initial Notes, other than with respect to the date of issuance and issue price; provided, however, that no Additional Notes may be issued at a price that would cause such Additional Notes to not be fungible for U.S. federal income tax purposes with any other Notes issued under this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A A-1 or Exhibit A-2, as applicable, hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.15 or an Asset Sale Offer as provided in Section 4.16, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09; provided, further, that if any Additional Notes are not fungible with the applicable series of Notes for U.S. Federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the applicable series of Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The 2030 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, the 2041 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit B hereto and the 2050 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit C hereto, each of which is hereby incorporated in and expressly made a part of this Indenture, or in such other form as shall be established by or pursuant to the Board Resolution. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any the Subsidiary Guarantor is are subject, if any, or general usage (usage; provided that any such notation, legend or endorsement is shall be in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)Issuers. Each Note shall be dated the date of its authentication. The Initial Notes of each series shall be issuable only in fully registered form, without coupons, and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) . The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Subsidiary Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, 4.11 and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, in whole or in part, other than as provided in Article ARTICLE 3. The Issuers may, without the consent of the then existing Holders of the Notes of a series, “re-open” the series and issue Additional Notes ranking pari passu in an unlimited amount, which Additional Notes shall have the same terms as the Initial Notes or the Exchange Notes, as the case may be, of the same series except for the issue price, issue date and, in certain circumstances, the first Interest Payment Date and the first date from which interest will accrue; provided that, if any Additional Notes of a series are not fungible with the Initial Notes or the Exchange Notes, as the case may be created and issued from time to time by the Issuer without notice to or consent be, of the Holders and same series for United States federal income tax purposes, such Additional Notes shall have a separate CUSIP number from the applicable series of the Initial Notes or the Exchange Notes, as the case may be, but shall otherwise be consolidated with and form treated as a single class with the Initial all other Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued of such series under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which any of the Issuer Issuers or any Subsidiary Guarantor Guarantors is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Issuers but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, redemptions and offers to repurchase and purchase redemption as the Initial NotesNotes (except to the extent that such Additional Notes are subject to transaction-specific redemption or repurchase provisions permitted to exist pursuant to the terms of this Indenture), but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the an Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Issuers but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Subsidiary Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Officers’ Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, (ii) stating that the form and terms of such Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Issuers in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Issuers of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Existing Notes, the Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $€2,000 and integral multiples of $€1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Company, the Subsidiary Guarantors, the Trustee and the TrusteeNotes Collateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article ARTICLE 3. #96405991v19 The Exchange Notes constitute Additional Notes. No Additional Notes ranking pari passu with other than the Initial Exchange Notes may be created and issued from time to time by on the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes Issue Date shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note will be exchanged for beneficial interests in the Regulation S Permanent Global Note pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note, the Trustee will cancel the Regulation S Temporary Global Note. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. The Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price, and, if applicable, the date from which interest shall accrue. Except as described under Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes, provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with. (d) The provisions of the “Operating Procedures of the [REDACTED – commercially sensitive information]” and “Terms and Conditions Governing Use of [REDACTED – commercially sensitive information]” and the “General Terms and Conditions of [REDACTED – commercially sensitive information]” and “Customer Handbook” of [REDACTED – commercially sensitive information] shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by Participants through [REDACTED – commercially sensitive information] or [REDACTED – commercially sensitive information].

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Subsidiary Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, (ii) stating that the form and terms of such Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Issuer in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.09. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall rank pari passu with, and be consolidated with and form a single class with with, the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall may be issued under an a supplemental indenture supplemental to this Indenture. In authenticating ; provided that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will have a separate CUSIP number and delivering ISIN from the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Trustee, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 hereof or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.13 hereof. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase and purchase, redemption or otherwise as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 hereof. Additional Notes shall have substantially identical terms as the Initial Notes, other than with respect to the date of issuance and issue price; provided, however, that no Additional Notes may be issued at a price that would cause such Additional Notes to not be fungible for U.S. federal income tax purposes with any other Notes issued under this Indenture. Any Additional Notes shall be issued under pursuant to an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 of this Indenture or a Change of Control Offer as provided in Section 4.154.15 of this Indenture, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09 of this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and the Exchange Notes are set forth in the Rule 144A/Regulation S Appendix attached hereto (the “Appendix”) which is hereby incorporated in and expressly made part of this Indenture. The Notes and the Trustee’s certificate of authentication therefor shall each be substantially in the form respective forms of Exhibit A hereto1, Exhibit 2 and Exhibit 3 to the Appendix which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or stock exchange rule, agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor an Company is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. limited to $400,000,000, and the Company may not “re-open” this Indenture to issue additional Notes after the Issue Date, in each case except for Notes issued upon registration of transfer of, or exchange for, or in lieu of other Notes pursuant to Section 2.06, Section 2.07, Section 2.09, Section 3.06, Section 3.09, Section 4.11, Section 4.21, Section 4.28 and Section 9.05 or pursuant to Section 2.3 and Section 2.4 of the Appendix. (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree agrees to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (d) The Initial Notes and the Exchange Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer considered collectively as provided in Section 4.11 or a Change single class for all purposes of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent Holders of the Holders and shall be consolidated with and form a single class with the Initial Notes and the Exchange Notes will vote and consent together on all matters to which such Holders are entitled to vote or consent as one class, and none of the Holders of the Initial Notes or the Exchange Notes shall have substantially identical terms, including the right to vote or consent as a separate class on any matter to status, waivers, amendments, offers which such Holders are entitled to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withvote or consent.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, PIK Notes and any other First Lien Notes issued under this First Lien Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this First Lien Indenture. The First Lien Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A heretohereto (appropriately completed to reflect whether the applicable First Lien Notes is a Series I First Lien Note, a Series II First Lien Note or a Series III First Lien Note), which is hereby incorporated in and expressly made a part of this First Lien Indenture. The First Lien Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each First Lien Note shall be dated the date of its authentication. The Initial First Lien Notes shall be in minimum denominations of $2,000 1.00 and integral multiples of $1,000 1.00 in excess thereof. (b) The aggregate principal amount of First Lien Notes that may be authenticated and delivered under this First Lien Indenture is unlimitedshall not exceed the First Lien Notes Cap. The terms and provisions contained in the First Lien Notes shall constitute, and are hereby expressly made, a part of this First Lien Indenture, and the Issuer Company, the Co-Obligor, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this First Lien Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any First Lien Note conflicts with the express provisions of this First Lien Indenture, the provisions of this First Lien Indenture shall govern and be controlling. The First Lien Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this First Lien Indenture. The First Lien Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu In connection with any PIK Payment, the Initial Notes may be created and issued from time to time by Company is entitled, without the Issuer without notice to or consent of the Holders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.10), to increase the aggregate principal amount of an outstanding Global Note or to issue Global Notes or Definitive Notes under this First Lien Indenture having the same terms as the Initial Notes of the applicable Series of First Lien Notes, subject to the terms of Exhibit A, in the amount of the applicable PIK Payment (“PIK Notes”). PIK Notes shall be consolidated with and form a single class with the Initial Notes of the applicable Series of First Lien Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer applicable Series of such Notes have been complied withFirst Lien Notes.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be issued against payment in denominations of $2,000 €100,000 and integral multiples of $€1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Guarantors, the Trustee and the TrusteeAgents, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.10, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued against payment from time to time by the Issuer without notice to or consent of the Holders holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue if any Additional Notes shall are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be subject to issued as a separate series under this Indenture and will have a separate Common Code and ISIN from the Issuer’s compliance with Section 4.10Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Company is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Subject to Sections 4.07 and 4.09, Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or the consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waiverssecurity, amendments, offers to repurchase and redemption or otherwise as the Initial Notes (other than issue price or the payment of interest accruing prior to the issue date of such Additional Notes except for the first payment of interest following the issue date of such Additional Notes, but may have different issue prices, issue dates and CUSIP numbers); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Notes for U.S. federal income tax purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authenticationissue. The Initial Notes shall be in denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The . (b) In addition, the Company may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer (as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes herein) ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 €100,000 and integral multiples of $€1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Company, the Subsidiary Guarantors, the Trustee and the TrusteeNotes Collateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical the same terms, including as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue), as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09; provided further that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate Common Code number and ISIN from the Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, PIK Notes and any other Third Lien Exchangeable Notes issued under this Third Lien Exchangeable Notes Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Third Lien Exchangeable Notes Indenture. The Third Lien Exchangeable Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Third Lien Exchangeable Notes Indenture. The Third Lien Exchangeable Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Third Lien Exchangeable Note shall be dated the date of its authentication. The Initial Third Lien Exchangeable Notes shall be in minimum denominations of $2,000 1.00 and integral multiples of $1,000 1.00 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Third Lien Exchangeable Notes shall constitute, and are hereby expressly made, a part of this Third Lien Exchangeable Notes Indenture, and the Issuer Company, the Co-Obligor, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Third Lien Exchangeable Notes Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Third Lien Exchangeable Note conflicts with the express provisions of this Third Lien Exchangeable Notes Indenture, the provisions of this Third Lien Exchangeable Notes Indenture shall govern and be controlling. The Third Lien Exchangeable Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Third Lien Exchangeable Notes Indenture. The Third Lien Exchangeable Notes shall not be redeemable redeemable, other than as provided in Article 3in. Additional Notes ranking pari passu In connection with any PIK Payment, the Initial Notes may be created and issued from time to time by Company is entitled, without the Issuer without notice to or consent of the Holders (and without regard to any restrictions or limitations set forth under Section 4.09 and Section 4.10), to increase the aggregate principal amount of an outstanding Global Note or to issue Global Notes or Definitive Notes under this Third Lien Exchangeable Notes Indenture having the same terms as the Third Lien Exchangeable Notes issued on the Issue Date, subject to the terms of Exhibit A, in the amount of the applicable PIK Payment (“PIK Notes”). PIK Notes shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does Company and shall not affect the rights, duties duties, powers or obligations immunities of the Trustee without the consent of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 150,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.15 or a Change of Control Offer as provided in Section 4.154.16, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09; provided, further that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. ‌ (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authenticationissue. The Initial Notes shall be in denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The . (b) In addition, the Company may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer (as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes herein) ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Trustee, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with written instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 hereof or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.13 hereof. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase and purchase, redemption or otherwise as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 hereof. Additional Notes shall have identical terms as the Initial Notes, other than with respect to the date of issuance and issue price; provided, however, that no Additional Notes may be issued at a price that would cause such Additional Notes to not be fungible for U.S. federal income tax purposes with any other Notes issued under this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which any of the Issuer Issuers or any Subsidiary Guarantor Guarantors is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Issuers but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 1.00 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, redemptions and offers to repurchase and purchase redemption as the Initial NotesNotes (except to the extent that such Additional Notes are subject to transaction-specific redemption or repurchase provisions permitted to exist pursuant to the terms of this Indenture), but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s 's certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities commissions or exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) The Subject to the terms and conditions of this Indenture, the aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The Issuer shall issue a maximum aggregate principal amount of $315,000,000 of Initial Notes under this Indenture on the Issue Date. (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Corporation, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (d) The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer a Mandatory Redemption Payment as provided in Section 4.11 3.7 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. (e) In addition, the Issuer may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes (as provided herein) and Exchange Notes. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and Exchange Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes and Exchange Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s 's ability to issue Additional Notes shall be subject to the Issuer’s 's compliance with Section 4.10Sections 4.9 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture). The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A heretohereto (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture), which is hereby 47| incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be issued only in fully registered form without coupons and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (ba) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (b) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (c) The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.07, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. . (d) An unlimited aggregate principal amount of Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical termsbe treated as a single series for all purposes under the Indenture, including as to statusincluding, without limitation, waivers, amendments, redemptions and offers to purchase, and will have the same terms (other than differences in the issue date, the issue price, interest accrued prior to the issue date of any such Additional Notes, any restricted securities legend removal date and as a result of any transaction-specific special redemption or repurchase provisions); provided that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes or securities law purposes to the extent required by regulations or the procedures of DTC or if the Issuer otherwise determines that any Additional Notes should be differentiated from any other Notes (including as a result of any transaction-specific special redemption or repurchase provisions), such Additional Notes may have separate CUSIP and redemption as ISIN numbers from the Initial Notes, but may have different issue prices, issue dates . The Initial Notes and CUSIP numbers; provided that the Issuer’s ability to issue any Additional Notes shall be subject treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to the Issuer’s compliance with Section 4.10purchase. Any Additional Notes shall be issued under either pursuant to an Officer’s Certificate of the Issuer, pursuant to a resolution by the Board of Directors of the Issuer or pursuant to an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Co-Obligor, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that, if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The Initial Notes issued on the date hereof will be in an aggregate principal amount of $570,000,000. In addition, the Company may issue, from time to time in accordance with the provisions of this Indenture, any Additional Notes as provided herein. Furthermore, Notes may be authenticated and delivered upon registration of transfer, exchange or in lieu of, other Notes pursuant to Section 2.02, 2.06, 2.10, 3.06 or 9.05, in connection with an Asset Sale Offer pursuant to Section 4.10 or in connection with a Change of Control Offer pursuant to Section 4.14. Notwithstanding anything to the contrary contained herein, the Company may not issue any Additional Notes, unless at the time of, and after giving effect to, such issuance, the Company would be in compliance with Section 4.09 and Section 4.12. The Notes shall be known and designated as “7.500% Senior Secured Notes due 2030” of the Company. With respect to any Additional Notes, the Company shall set forth in (x) a resolution of its Board of Directors and (y) (i) an Officers’ Certificate or (ii) one or more indentures supplemental hereto, the following information: (1) the aggregate principal amount of such Additional Notes to be authenticated and delivered pursuant to this Indenture; and (2) the issue price and the issue date of such Additional Notes, including the date from which interest shall accrue. In authenticating and delivering Additional Notes, the Trustee shall be entitled to receive and shall be fully protected in relying upon, in addition to the Opinion of Counsel and Officers’ Certificate required by Section 13.03, an Opinion of Counsel as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of this Indenture and shall have the same terms as the Initial Notes other than issue date, issue price, the date from which interest accrues and provisions contained as otherwise expressly provided herein; provided, however, that if any such Additional Notes are not fungible with the then outstanding Notes, such Additional Notes may have a different CUSIP or ISIN number (or other applicable identifying number). Holders of the Initial Notes and the Additional Notes will vote and consent together on all matters to which such Holders are entitled to vote or consent as one class, and none of the Holders of the Initial Notes or the Additional Notes shall have the right to vote or consent as a separate class on any matter to which such Holders are entitled to vote or consent. Holders of Additional Notes will share equally and ratably in the Collateral with the Holders of the Initial Notes. A copy of the resolutions of the Board of Directors of the Company establishing the terms of any Additional Notes, certified by the Secretary or any Assistant Secretary of the Company, shall be delivered to the Trustee at or prior to the delivery of the Officers’ Certificate or the indenture supplemental hereto setting forth the terms of the Additional Notes. (b) The Initial Notes and any Additional Notes (if issued as Transfer Restricted Notes) (the “Additional Restricted Notes”) will be resold initially only to (A) QIBs in reliance on Rule 144A and (B) non-U.S. Persons outside the United States in reliance on Regulation S. Such Initial Notes and Additional Restricted Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S, in each case, in accordance with the procedure described herein. Initial Notes and Additional Restricted Notes offered and sold to QIBs in the United States of America in reliance on Rule 144A (the “Rule 144A Notes”) shall constitutebe issued in the form of a permanent global Note substantially in the form of Exhibit A, which is hereby incorporated by reference and are hereby expressly made, made a part of this Indenture, including appropriate legends as set forth in Section 2.01(d) (the “Rule 144A Global Note”), deposited with the Trustee, as custodian for DTC, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The Rule 144A Global Note may be represented by more than one certificate, if so required by DTC’s rules regarding the maximum principal amount to be represented by a single certificate. The aggregate principal amount of the Rule 144A Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for DTC or its nominee, as hereinafter provided. Initial Notes and any Additional Restricted Notes offered and sold outside the United States of America (the “Regulation S Notes”) in reliance on Regulation S shall be issued in the form of a permanent global Note, without interest coupons, substantially in the form of Exhibit A including appropriate legends as set forth in Section 2.01(d) (the “Regulation S Global Note”). Each Regulation S Global Note will be deposited upon issuance with, or on behalf of, the Trustee as custodian for DTC in the manner described in this Article 2 for credit to the respective accounts of the purchasers (or to such other accounts as they may direct), including, but not limited to, accounts at Euroclear Bank S.A./N.V. (“Euroclear”) or Clearstream Banking, société anonyme (“Clearstream”). Prior to the 40th day after the later of the commencement of the offering of the Initial Notes and the Issuer Issue Date (such period through and including such 40th day, the “Restricted Period”), interests in the Regulation S Global Note may only be transferred to non-U.S. persons outside the United States pursuant to Regulation S, unless exchanged for interests in a Global Note in accordance with the transfer and certification requirements described herein. The Regulation S Global Note may be represented by more than one certificate, if so required by DTC’s rules regarding the maximum principal amount to be represented by a single certificate. The aggregate principal amount of the Regulation S Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for DTC or its nominee, as hereinafter provided. Investors may hold their interests in the Regulation S Global Note through organizations other than Euroclear or Clearstream that are participants in DTC’s system or directly through Euroclear or Clearstream, if they are participants in such systems, or indirectly through organizations which are participants in such systems. If such interests are held through Euroclear or Clearstream, Euroclear and Clearstream will hold such interests in the applicable Regulation S Global Note on behalf of their participants through customers’ securities accounts in their respective names on the books of their respective depositaries. Such depositaries, in turn, will hold such interests in the applicable Regulation S Global Note in customers’ securities accounts in the depositaries’ names on the books of DTC. The Rule 144A Global Note and the Regulation S Global Note are sometimes collectively herein referred to as the “Global Notes.” The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Company maintained for such purpose or at such other office or agency of the Company as may be maintained for such purpose pursuant to Section 2.03; provided, however, that, at the option of the Company, each installment of interest in respect of Notes represented by Definitive Notes may be paid by (i) check mailed to addresses of the Persons entitled thereto as such addresses shall appear on the Note Register or (ii) wire transfer to an account located in the United States maintained by the payee, subject to the last sentence of this paragraph. Payments in respect of Notes represented by a Global Note (including principal, premium, if any, and interest) will be made by wire transfer of immediately available funds to the accounts specified by DTC. Payments in respect of Notes represented by Definitive Notes (including principal, premium, if any, and interest) held by a Holder of at least $1,000,000 aggregate principal amount of Notes represented by Definitive Notes will be made by wire transfer to a U.S. dollar account maintained by the payee with a bank in the United States if such Holder elects payment by wire transfer by giving written notice to the Trustee or the Paying Agent to such effect designating such account no later than 15 days immediately preceding the relevant due date for payment (or such other date as the Trustee may accept in its discretion). The Notes may have notations, legends or endorsements required by law, stock exchange rule or usage, in addition to those set forth on Exhibit A and in Section 2.01(d). The Company shall approve any notation, endorsement or legend on the Notes. Each Note shall be dated the date of its authentication. The terms of the Notes set forth in Exhibit A are part of the terms of this Indenture and, to the extent applicable, the Company, the Subsidiary Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical such terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the U.S. Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of either of the TrusteeTrustees). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the TrusteeTrustees, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 and Section 4.12. Any Additional Notes shall be issued under and pursuant to an indenture supplemental to this IndentureIndenture and in accordance with Section 2.02. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the U.S. Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Notes have been complied withdoes not violate applicable law and (iii) such other matters as the U.S. Trustee shall reasonably request.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The 2026 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto and the 2034 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit B hereto, each of which is hereby incorporated in and expressly made a part of this Indenture, or in such other form as shall be established by or pursuant to an Officer’s Certificate. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any the Subsidiary Guarantor is are subject, if any, or general usage (usage; provided that any such notation, legend or endorsement is shall be in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)Issuers. Each Note shall be dated the date of its authentication. The Initial Notes of each series shall be issuable only in fully registered form, without coupons, and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) . The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Subsidiary Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by either or both of the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, 4.11 and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, in whole or in part, other than as provided in Article ARTICLE 3. The Issuers may, without the consent of the then existing Holders of the Notes of a series, “re-open” the series and issue Additional Notes ranking pari passu in an unlimited aggregate principal amount, which Additional Notes shall have the same terms as the Initial Notes or the Exchange Notes, as the case may be, of the same series except for the issue price, issue date and, in certain circumstances, the first Interest Payment Date and the first date from which interest will accrue; provided that, if any Additional Notes of a series are not fungible for United States federal income tax purposes with the Initial Notes or the Exchange Notes, as the case may be created and issued from time to time by the Issuer without notice to or consent be, of the Holders and same series, such Additional Notes shall have a separate CUSIP number from the applicable series of the Initial Notes or the Exchange Notes, as the case may be, but shall otherwise be consolidated with and form treated as a single class with the Initial all other Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued of such series under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Trustee, as custodian with respect to the Notes in global form or any successor entity thereof, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 hereof or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.13 hereof. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase and purchase, redemption or otherwise as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 hereof. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering have identical terms as the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition than with respect to the Opinion date of Counsel (which shall not be required in connection with the Initial Notes) issuance and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withissue price.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The 2021 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, the 2023 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit B hereto and the 2044 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit C hereto, each of which is hereby incorporated in and expressly made a part of this Indenture, or in such other form as shall be established by or pursuant to the Board Resolution. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any the Subsidiary Guarantor is subject, if any, or general usage (usage; provided that any such notation, legend or endorsement is shall be in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)Company. Each Note shall be dated the date of its authentication. The Initial Notes of each series shall be issuable only in fully registered form, without coupons, and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) . The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Subsidiary Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, 4.11 and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, in whole or in part, other than as provided in Article ARTICLE 3. The Company may, without the consent of the then existing Holders of the Notes of a series, “re-open” the series and issue Additional Notes ranking pari passu in an unlimited amount, which Additional Notes will have the same terms as the Initial Notes or the Exchange Notes, as the case may be, of the same series except for the issue price, issue date and, in certain circumstances, the first interest payment date and the first date from which interest will accrue; provided that, if any Additional Notes of a series are not fungible with the Initial Notes or the Exchange Notes, as the case may be created and issued from time to time by the Issuer without notice to or consent be, of the Holders same series for United States federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and shall be consolidated with and form will have a single class with separate CUSIP number from the applicable series of the Initial Notes and shall have substantially identical termsor the Exchange Notes, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but case may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withbe.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, any Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waivers, amendments, offers to repurchase and redemption or otherwise as the Initial Notes (other than issue price or the payment of interest accruing prior to the issue date of such Additional Notes except for the first payment of interest following the issue date of such Additional Notes, but may have different issue prices, issue dates and CUSIP numbers); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Notes for U.S. federal income tax purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note will be exchanged for beneficial interests in the Regulation S Permanent Global Note pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note, the Trustee will cancel the Regulation S Temporary Global Note. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. The Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price, and, if applicable, the date from which interest shall accrue. Except as described under Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes, provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with. (d) The provisions of the [REDACTED - commercially sensitive information] and [REDACTED - commercially sensitive information] and the [REDACTED - commercially sensitive information] and [REDACTED - commercially sensitive information] shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by Participants through [REDACTED - commercially sensitive information].

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authenticationissue. The Initial Notes shall be in denominations of $2,000 1,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The . (b) In addition, the Company may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer (as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes herein) ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, PIK Notes and any other Second Lien Exchangeable Notes issued under this Second Lien Exchangeable Notes Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Second Lien Exchangeable Notes Indenture. The Second Lien Exchangeable Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Second Lien Exchangeable Notes Indenture. The Second Lien Exchangeable Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Second Lien Exchangeable Note shall be dated the date of its authentication. The Initial Second Lien Exchangeable Notes shall be in minimum denominations of $2,000 1.00 and integral multiples of $1,000 1.00 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Second Lien Exchangeable Notes shall constitute, and are hereby expressly made, a part of this Second Lien Exchangeable Notes Indenture, and the Issuer Company, the Co-Obligor, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Second Lien Exchangeable Notes Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Second Lien Exchangeable Note conflicts with the express provisions of this Second Lien Exchangeable Notes Indenture, the provisions of this Second Lien Exchangeable Notes Indenture shall govern and be controlling. The Second Lien Exchangeable Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Second Lien Exchangeable Notes Indenture. The Second Lien Exchangeable Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company as permitted hereunder without notice to or consent of any Holders. In connection with any PIK Payment, the Company is entitled, without the consent of the Holders (and without regard to any restrictions or limitations set forth under Section 4.09 and Section 4.10), to increase the aggregate principal amount of an outstanding Global Note or to issue Global Notes or Definitive Notes under this Second Lien Exchangeable Notes Indenture having the same terms as the Second Lien Exchangeable Notes issued on the Issue Date, subject to the terms of Exhibit A, in the amount of the applicable PIK Payment (“PIK Notes”). Additional Notes and PIK Notes shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes. Subject to compliance with Section 4.09 and Section 4.10 herein, but the Company may have different issue pricesfrom time to time and without notice to or consent of any Holders, issue dates Additional Notes having identical terms and CUSIP numbersconditions as the Second Lien Exchangeable Notes other than the issue date, the issue price, the first interest payment date and the first date from which interest will accrue; provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Second Lien Exchangeable Notes for U.S. federal income tax purposes, such Additional Notes will have a separate CUSIP number and ISIN from the Second Lien Exchangeable Notes. Any Additional Notes shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating Second Lien Exchangeable Notes Indenture and delivering will be part of the Initial Notes, Additional same issue as the Second Lien Exchangeable Notes that the Company is currently offering and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection will vote on all matters as a single series with the Initial Second Lien Exchangeable Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, the Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor Partnership is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteePartnership). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Partnership and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Partnership pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.11, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Partnership without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue if any Additional Notes shall are not fungible with the previously issued Notes for U.S. federal income tax purposes, such Additional Notes will be subject to the Issuer’s compliance issued with Section 4.10a separate CUSIP number. Any Additional Notes shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. ‌ (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities commissions or exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The Subject to the terms and conditions of this Indenture, the aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. As of the date of this Indenture, $95,235,000.00 million in aggregate principal amount of Notes under this Indenture were issued and are outstanding. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, PNCC, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.14, and otherwise certain Mandatory Redemption requirements as not prohibited by this Indentureset out in Section 3.08 and Section 4.10. The Notes shall not be redeemable redeemable, other than as provided in Article 3. In addition, the Issuer may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes (as provided herein) and Exchange Notes. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and Exchange Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes and Exchange Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A heretoor Exhibit B, as applicable, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 200,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered outstanding at any time under this Indenture is unlimited$400,000,000. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 ‎Section 4.16 or a Change of Control Offer as provided in Section ‎Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. No Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or the consent of each Holder pursuant to Section 9.02; provided that the Holders and Company’s ability to issue any Additional Notes shall be consolidated further subject to the Company’s compliance with ‎Section 4.09 and form ‎Section 4.10; provided, further, that unless such Additional Notes are issued under a single class separate CUSIP, such Additional Notes will be fungible with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withfor U.S. federal income tax purposes.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.10, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue if any Additional Notes shall are not fungible with the Initial Notes for U.S. Federal income tax purposes, such Additional Notes will be subject to issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Issuer’s compliance with Section 4.10Initial Notes. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. The Notes and any Additional Notes shall be substantially identical other than the issuance dates, offering price and, if applicable, the date from which interest shall accrue. Except as described under Article 9, the Initial Notes and any Additional Notes subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the Notes, provided that, if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number, if applicable. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0313.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with.

Form and Dating Terms. (a) The Notes and the U.S. Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Company but which notation, legend or endorsement does not affect the rights, duties or obligations of either of the TrusteeTrustees). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the TrusteeTrustees, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, PIK Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Subject to the issuance of PIK Notes or the increase in the aggregate principal amount of an outstanding Global Note in order to evidence PIK Interest (which PIK Notes or increased aggregate principal amount of such outstanding Global Note as a result of a PIK Payment shall be made in minimum denominations of $1.00 and integral multiples of $1.00 in excess thereof and thereafter such outstanding Global Note shall have minimum denominations of $1.00 principal amount and $1.00 integral multiples in excess thereof), the Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Co-Obligor, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders; provided that Additional Notes may only be issued in accordance with the terms of the Master Note Purchase Agreement and at no time shall the aggregate principal amount of Notes (including any PIK Notes) outstanding hereunder exceed $500,000,000, in each case unless the Initial Purchaser otherwise consents. In addition, in connection with any PIK Payment, the Company is entitled, without the consent of the Holders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.10), to increase the aggregate principal amount of an outstanding Global Note or to issue Global Notes or Definitive Notes under this Indenture having the same terms as the Notes issued on the Issue Date, subject to the terms of Exhibit A, in the amount of the applicable PIK Payment (“PIK Notes”). Additional Notes and PIK Notes shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that, if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will not utilize the same CUSIP number or ISIN from the Initial Notes; provided, further, that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 200,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.09 and Section 4.10. Any ; provided, further, that unless such Additional Notes shall be are issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notesa separate CUSIP, such Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall will be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection fungible with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withfor U.S. federal income tax purposes.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, stock exchange rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)usage. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Note Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note shall represent such of the outstanding Notes as shall be specified in the “Schedule of Exchanges of Interests in the Global Note” attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions and transfers of interests. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Depositary, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.07 hereof. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 4.10 hereof or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.13 hereof. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waivers, amendments, offers to repurchase and purchase, redemption or otherwise as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09 hereof. Additional Notes shall have substantially identical terms as the Initial Notes, other than with respect to the date of issuance and issue price; provided, however, that no Additional Notes may be issued at a price that would cause such Additional Notes to not be fungible for U.S. federal income tax purposes with any other Notes issued under this Indenture unless identified by a different CUSIP number. Any Additional Notes shall be issued under pursuant to an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company, the Co-Obligor or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) . The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Co-Obligor, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that, if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. However, to the extent that any provision of Appendix A conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.10, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue if any such Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10. Any Initial Notes for U.S. federal income tax purposes, such Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering will have one or more separate CUSIP numbers from the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depositary or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Exhibit A hereto (including the Global Notes Legend thereon and the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Notes issued in definitive form shall be substantially in the form of Exhibit A attached hereto (but without the Global Notes Legend thereon and without the “Schedule of Exchanges of Interests in the Global Note” attached thereto). Each Global Note (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any The Notes and any Additional Notes shall be issued substantially identical other than the issuance dates, offering price, and, if applicable, the date from which interest shall accrue. Except as described under an indenture supplemental to this Indenture. In authenticating and delivering Article 9, the Initial Notes, Additional Notes and any other Additional Notes subsequently issued pursuant to under this Indenture will be treated as a single class for all purposes under this Indenture, the Trustee shall receive including waivers, amendments, redemptions and offers to purchase, and shall be fully protected in conclusively relying upon, in addition vote together as one class on all matters with respect to the Opinion of Counsel (which shall Notes, provided that if the Additional Notes are not be required in connection fungible with the Initial Notes) and Officer’s Certificate required by Section 12.03Notes for U.S. federal income tax purposes the Additional Notes will have a separate CUSIP number, an Opinion of Counsel (i) as to if applicable. Unless the due authorizationcontext requires otherwise, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.references to

Form and Dating Terms. (a) Provisions relating to the Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 €100,000 and integral multiples of $€1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09 and provided, further, that if any Additional Notes are not fungible with the outstanding Notes for U.S. federal income tax purposes, such Additional Notes will have a separate Common Code and ISIN from the Notes issued on the Issue Date. Any Additional Notes shall be issued under an with the benefit of a supplemental indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any Subsidiary Guarantor is are subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuers). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.13, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time under this Indenture by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied withArticle 4.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture). The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A heretoattached hereto (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture), which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuers). Each Note shall be dated the date of its authentication. The Initial Notes shall be issued only in fully registered form without coupons and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. For the avoidance of doubt, the application of articles 470-1 to 470-19 (inclusive and to the fullest extent permitted by law) of the Luxembourg Act of 10 August 1915 on commercial companies, as amended, shall be expressly excluded. (d) The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale a Collateral Disposition Offer or a Net Proceeds Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.13, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. III. (e) An unlimited aggregate principal amount of Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.104.9 and Section 4.12; provided, further, that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes shall be issued as a separate series under this Indenture and shall have separate CUSIP and ISIN numbers from the Initial Notes. The Initial Notes and any Additional Notes, to the extent issued as part of the same series, shall be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase. Any Additional Notes shall be issued under either pursuant to an Officer’s Certificate of the Issuers, pursuant to a resolution by the Board of Directors of the Issuers or pursuant to an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Initial Notes and the Trustee’s certificate of authentication authentication, and any Additional Notes and the Trustee’s certificate of authentication, shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. . (d) Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than Issue Date, amendments, offers to repurchase issue price and redemption first Interest Payment Date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering . (e) For purposes of the Initial Interest Act (Canada), the rate of interest payable under the Notes, Additional Notes and any other Notes issued pursuant when expressed as an annual rate of interest, is equivalent to this Indenture(x) the applicable rate payable based on a year of 360 days, (y) multiplied by the Trustee shall receive and shall be fully protected actual number of days in conclusively relying upon, the calendar year in addition to which the Opinion of Counsel period for which such interest is payable (which shall not be required in connection with the Initial Notesor compounded) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notesends, and (iiz) stating that all laws and requirements in respect of the execution and delivery divided by the Issuer of such Notes have been complied with360.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, any Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to ranking, status, waivers, amendments, offers to repurchase and redemption or otherwise as the Initial Notes, but may have different Notes (other than the issue pricesdate, issue dates price and CUSIP numbersthe initial Interest Payment Date of such Additional Notes); provided that the Issuer’s ability to issue if any Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10Initial Notes for U.S. federal income tax or other purposes, then the Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained Initial Notes issued on the date hereof will be in an aggregate principal amount of $475,000,000. In addition, the Notes shall constituteCompany may issue, and are hereby expressly made, a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree from time to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts time in accordance with the express provisions of this Indenture, the provisions of this Indenture shall govern any Additional Notes (as provided herein). Furthermore, Notes may be authenticated and delivered upon registration of transfer, exchange or in lieu of, other Notes pursuant to Section 2.02, 2.06, 2.09, 3.06 or 9.05, in connection with an Asset Sale Offer pursuant to Section 4.10 or in connection with a Change of Control Offer pursuant to Section 4.14. Notwithstanding anything to the contrary contained herein, the Company may not issue any Additional Notes, unless at the time of such issuance, the Company would be controllingin compliance with Section 4.09. The Notes shall be subject known and designated as “9.75% Senior Notes due 2026” of the Company. With respect to repurchase by any Additional Notes, the Issuer pursuant to Company shall set forth in (x) a Board Resolution and (y) (i) an Asset Sale Offer as provided in Section 4.11 Officer’s Certificate or a Change (ii) one or more indentures supplemental hereto, the following information: (1) the aggregate principal amount of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. such Additional Notes ranking pari passu with the Initial Notes may to be created authenticated and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental delivered pursuant to this Indenture; and (2) the issue price and the issue date of such Additional Notes, including the date from which interest shall accrue. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of this Indenture. Holders of the Initial Notes and the Additional Notes will vote and consent together on all matters to which such Holders are entitled to vote or consent as one class, and none of the Holders of the Initial Notes or the Additional Notes shall have the right to vote or consent as a separate class on any matter to which such Holders are entitled to vote or consent. A copy of the Board Resolutions of the Company establishing the terms of any Additional Notes, and (ii) stating that all laws and requirements in respect certified by the Secretary or any Assistant Secretary of the execution Company, shall be delivered to the Trustee at or prior to the delivery of the Officer’s Certificate or the indenture supplemental hereto setting forth the terms of the Additional Notes. (b) The Initial Notes are being offered and delivery sold by the Issuer of such Company pursuant to the Note Purchase Agreement. The Initial Notes have been complied with.and any Additional Notes (if issued as Transfer Restricted Notes) (the “Additional Restricted Notes”) will be resold initially only to (A) QIBs in reliance on Rule 144A and

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 4.07 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.10. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes of any series may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes of such series and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbersNotes of such series; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10any other applicable provisions of this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer Issuers but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. Interest on the Notes shall be computed on the basis of a 360-day year comprised of twelve 30-day months. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class series with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that if any Additional Notes are not fungible with the Issuer’s Initial Notes for U.S. federal income tax purposes, such Additional Notes will be issued as a separate series under this Indenture and will have a separate CUSIP number and ISIN from the Initial Notes; provided, further, that the Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture4.09. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected and shall incur no ​ ​ ​ liability in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes. Notwithstanding the preceding sentence, no Opinion of Counsel regarding the matters set forth in Section 12.03 shall be required with respect to the authentication and (ii) stating that all laws and requirements in respect delivery of the execution and delivery by the Issuer of such Notes have been complied withInitial Notes.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuers). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 3.09 and Section 4.16 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable at the Issuers’ option, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Issuers without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the first date from which interest will accrue) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s Issuers’ ability to issue Additional Notes shall be subject to the Issuer’s Issuers’ compliance with Section 4.104.09. Any If any Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, such Additional Notes shall be issued as a separate series under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive Indenture and shall be fully protected in conclusively relying upon, in addition to have a separate CUSIP number and ISIN from the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 4.07 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.10. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10any other applicable provisions of this Indenture. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes, Exchange Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The 2030 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, the 2041 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit B hereto and the 2050 Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit C hereto, each of which is hereby incorporated in and expressly made a part of this Indenture, or in such other form as shall be established by or pursuant to the Board Resolution. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Issuers or any the Subsidiary Guarantor is are subject, if any, or general usage (usage; provided that any such notation, legend or endorsement is shall be in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)Issuers. Each Note shall be dated the date of its authentication. The Initial Notes of each series shall be issuable only in fully registered form, without coupons, and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) . The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuers, the Subsidiary Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to To the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Issuers pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, 4.11 and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, in whole or in part, other than as provided in Article ARTICLE 3. The Issuers may, without the consent of the then existing Holders of the Notes of a series, “re-open” the series and issue Additional Notes ranking pari passu in an unlimited amount, which Additional Notes shall have the same terms as the Initial Notes or the Exchange Notes, as the case may be, of the same series except for the issue price, issue date and, in certain circumstances, the first Interest Payment Date and the first date from which interest will accrue; provided that, if any Additional Notes of a series are not fungible with the Initial Notes or the Exchange Notes, as the case may be created and issued from time to time by the Issuer without notice to or consent be, of the Holders and same series for United States federal income taxpurposes, such Additional Notes shall have a separate CUSIP number from the applicable series of the Initial Notes or the Exchange Notes, as the case may be, but shall otherwise be consolidated with and form treated as a single class with the Initial all other Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued of such series under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof1,000. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The Notes are designated as the 10% Senior Secured Notes due 2017. The aggregate principal amount of Notes issued under this Indenture on the Issue Date is $175.0 million. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Company, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.154.14, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the IssuerCompany’s ability to issue Additional Notes shall be subject to the IssuerCompany’s compliance with Section 4.104.09. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.0313.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Company in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer Company of such Additional Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s 's certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities commissions or exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 1000 and integral multiples of $1,000 1000 in excess thereof. (b) The Subject to the terms and conditions of this Indenture, the Issuer shall issue a maximum aggregate principal amount of $23,000,000 of Notes that may be authenticated and delivered under this Indenture on the Issue Date. All such Notes are being issued subject to and in connection with the implementation of the Proposal, in partial satisfaction of each Holder’s Affected Creditor Claims (as such term is unlimited. defined in the Proposal) and in satisfaction of the Superintendent’s Levy, as applicable. (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer and the Trustee, Trustee by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (d) The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer mandatory redemption as provided in Section 4.11 3.7 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture5.15. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including as to status, waivers, amendments, offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10. Any Additional Notes shall be issued under an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture). The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A heretohereto (with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture), which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be issued only in fully registered form without coupons and only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. . (c) The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. . (d) The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.08, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. . (e) An unlimited aggregate principal amount of Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, redemption or otherwise (other than issue date, issue price and, if applicable, the first interest payment date and the first date from which interest will accrue) as the Initial Notes; provided that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes or securities law purposes or if the Issuer otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes shall have separate CUSIP and ISIN numbers from the Initial Notes. The Initial Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to repurchase and redemption as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10purchase. Any Additional Notes shall be issued under either pursuant to an Officer’s Certificate of the Issuer, pursuant to a resolution by the Board of Directors of the Issuer or pursuant to an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) The Notes of each series and the Trustee’s 's certificate of authentication with respect to Notes of such series shall each be substantially in the form of Exhibit A heretoSchedule 1 hereto (with respect to the 2022 Notes) or Schedule 2 hereto (with respect to the 2025 Notes), which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements endorsements, not inconsistent with the provisions of this Indenture, as may be required by to comply with any law, or with any rules of any securities exchange or agreements usage or with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations rules of the Trustee)Depository or this Indenture, all as may be determined by the officers executing such Notes as evidenced by their execution of the Notes. Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 200,000 and integral multiples of $1,000 in excess thereof. (b) Notes issued in global form shall be substantially in the form of Schedule 1 hereto (with respect to the 2022 Notes) or Schedule 2 hereto (with respect to the 2025 Notes) (including the Global Note Legend thereon and the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Notes issued in definitive form shall be substantially in the form of Schedule 1 hereto (with respect to the 2022 Notes) or Schedule 2 hereto (with respect to the 2025 Notes) (but without the Global Note Legend thereon and without the "Schedule of Exchanges of Interests in the Global Note" attached thereto). Each Global Note shall represent such of the outstanding Notes of the applicable series as shall be specified in the "Schedule of Exchanges of Interests in the Global Note" attached thereto and each shall provide that it shall represent up to the aggregate principal amount of Notes of the applicable series from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes of the applicable series represented thereby may from time to time be reduced or increased, as applicable, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the aggregate principal amount of outstanding Notes of the applicable series represented thereby shall be made by the Trustee or the Custodian, at the direction of the Trustee, in accordance with instructions given by the Holder thereof as required by Section 2.06. Following the termination of the Restricted Period, beneficial interests in the Regulation S Temporary Global Note of the applicable series will be exchanged for beneficial interests in the Regulation S Permanent Global Note of such series pursuant to the Applicable Procedures. Simultaneously with the authentication of the Regulation S Permanent Global Note of each series, the Trustee will cancel the Regulation S Temporary Global Note of such series. The aggregate principal amount of the Regulation S Temporary Global Note and the Regulation S Permanent Global Note of the applicable series may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided. (c) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes of each series shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer or the Company pursuant to an Asset Sale Disposition Offer as provided in Section 4.11 4.10 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.14. The Notes shall not be redeemable redeemable, other than as provided in Article 3III. Additional Notes of each series ranking pari passu with the Initial Notes of such series may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall (except as described under Article VI or Article IX) be consolidated with and form a single class with the Initial Notes of the applicable series and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than with respect to the issue date, amendments, offers to repurchase the purchase price thereof and redemption the date from which the interest accrues) as the applicable series of Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s 's ability to issue Additional Notes shall be subject to the Issuer’s Company's compliance with Section 4.104.09. The Notes of a series and any Additional Notes of such series shall be substantially identical other than the Issue date, the issue price, the initial accrued interest date and the first interest payment date. Except as described under Article VI or Article IX, the Initial Notes of a given series and any Additional Notes of such series subsequently issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, and shall vote together as one class on all matters with respect to the corresponding Notes, provided that if the Additional Notes are not fungible with the applicable series of Notes issued on the Issue Date for U.S. federal income tax purposes the Additional Notes will have a separate CUSIP or ISIN number, if applicable. Unless the context requires otherwise, references to "Notes" for all purposes of this Indenture include any Additional Notes that are actually issued. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Additional Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall be entitled to receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s 's Certificate required by Section 12.0312.04, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Additional Notes, (ii) stating that the form and terms of such Additional Notes have been established by a supplemental indenture and pursuant to a resolution of the Board of Directors of the Issuer in conformity with the provisions of this Indenture and (iiiii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Additional Notes have been complied with. (d) The provisions of the "Operating Procedures of the Euroclear System" and 'Terms and Conditions Governing Use of Euroclear" and the "General Terms and Conditions of Clearstream Banking" and "Customer Handbook" of Clearstream shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note of the applicable series and the Regulation S Permanent Global Note of the applicable series that are held by Participants through Euroclear or Clearstream.

Form and Dating Terms. (a) Provisions relating to the Initial Notes and Additional Notes are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A A-1 and Exhibit A-2 hereto, as applicable, which are hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer Company or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeCompany). Each Note shall be dated the date of its authentication. The Initial Notes shall be in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The aggregate principal amount of each series of the Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Company, the Guarantor and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer Company at the option of the Holders pursuant to an Asset Sale Offer to Purchase as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.15, and otherwise as not prohibited by this Indenture4.11. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes of either series may be created and issued from time to time by the Issuer Company without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes of such series and shall have substantially identical terms, including the same terms as to ranking, status, waivers, amendments, offers to repurchase and redemption or otherwise as the Initial Notes, but may have different Notes of such series (other than the issue pricesdate, issue dates price and CUSIP numbersthe initial Interest Payment Date of such Additional Notes); provided that the Issuer’s ability to issue if any such Additional Notes shall be subject to are not fungible with the Issuer’s compliance with Section 4.10then-outstanding Notes of such series for U.S. federal income tax or other purposes, then such Additional Notes will have a separate CUSIP number. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued are set forth in Appendix A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities commissions or exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the TrusteeIssuer). Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof. (b) The Subject to the terms and conditions of this Indenture, the aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. As of the date of this Indenture, $95,235,000.00 million in aggregate principal amount of Notes under this Indenture were issued and are outstanding. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, Indenture and the Issuer Issuer, PNCC, the Trustee and the TrusteeCollateral Agent, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 or a Change of Control Offer as provided in Section 4.154.14, and otherwise certain Mandatory Redemption requirements as not prohibited by this Indentureset out in Section 3.08 and Section 4.10. The Notes shall not be redeemable redeemable, other than as provided in Article 3. In addition, the Issuer may issue, from time to time in accordance with the provisions of this Indenture, Additional Notes (as provided herein) and Exchange Notes. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and Exchange Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first Interest Payment Date and redemption the initial interest accrual date) as the Initial Notes and Exchange Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.09 and 4.12. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.

Form and Dating Terms. (a) Provisions relating to the Initial Notes, Additional Notes and any other Notes issued under this Indenture are set forth in Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Notes and the Trustee’s certificate of authentication shall each be substantially in the form of Exhibit A hereto, which is hereby incorporated in and expressly made a part of this Indenture. The Notes may have notations, legends or endorsements required by law, rules or agreements with national securities exchanges to which the Issuer or any Subsidiary Guarantor is subject, if any, or general usage (usage; provided that any such notation, legend or endorsement is in a form acceptable to the Issuer but which notation, legend or endorsement does not affect the rights, duties or obligations of the Trustee)Issuer. Each Note shall be dated the date of its authentication. The Initial Notes shall be in denominations of $2,000 and integral multiples of $1,000 in excess thereof; provided, however, that the Notes may be issued in denominations of less than $2,000 solely to the extent necessary to accommodate book-entry positions that have been created in denominations of less than $2,000 by the Depositary. (b) The aggregate principal amount of Notes that may be authenticated and delivered under this Indenture is unlimited. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be subject to repurchase by the Issuer pursuant to an Asset Sale Offer as provided in Section 4.11 4.05 or a Change of Control Offer as provided in Section 4.154.12, and otherwise as not prohibited by this Indenture. The Notes shall not be redeemable redeemable, other than as provided in Article 3. Additional Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Issuer without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and shall have substantially identical terms, including the same terms as to status, waiversredemption or otherwise (other than issue date, amendmentsissue price and, offers to repurchase if applicable, the first interest payment date and redemption the initial interest accrual date) as the Initial Notes, but may have different issue prices, issue dates and CUSIP numbers; provided that the Issuer’s ability to issue Additional Notes shall be subject to the Issuer’s compliance with Section 4.10Sections 4.04 and 4.06. Any Additional Notes shall be issued under with the benefit of an indenture supplemental to this Indenture. In authenticating and delivering the Initial Notes, Additional Notes and any other Notes issued pursuant to this Indenture, the Trustee shall receive and shall be fully protected in conclusively relying upon, in addition to the Opinion of Counsel (which shall not be required in connection with the Initial Notes) and Officer’s Certificate required by Section 12.03, an Opinion of Counsel (i) as to the due authorization, execution, delivery, validity and enforceability of such Notes, and (ii) stating that all laws and requirements in respect of the execution and delivery by the Issuer of such Notes have been complied with.