Common use of Indenture; Limitations Clause in Contracts

Indenture; Limitations. This Note is one of a duly authorized issue of Notes of the Company designated as its 8.50% Senior Secured Second Lien Notes Due 2017 (the “Notes”), issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time to time party thereto, and the Trustee and Collateral Agent. The terms of this Note include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, as in effect on the date of the Indenture. This Note is subject to all such terms, and the Holder of this Note is referred to the Indenture and said Act for a statement of them. Capitalized terms used in this Note shall have the meanings assigned to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note Debenture is one of a the duly authorized issue of Notes senior debentures, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Debenture is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 7 3/4% Senior Secured Second Lien Notes Debentures Due 2017 (the “Notes”)2029, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$550,000,000. The terms of this Note the Debentures include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Debentures are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Debentures have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a duly authorized issue of The Company issued the Notes of the Company designated as its 8.50% Senior Secured Second Lien Notes Due 2017 (the “Notes”), issued under an Indenture dated as of March 30February 28, 2012 2002 (together with any supplemental indentures thereto, the “Indenture”), among the Company, each of the Guarantors from time to time party theretonamed therein and Wxxxx Fargo Bank Minnesota, and National Association, as trustee (the Trustee and Collateral Agent“Trustee”). Capitalized terms herein are used as defined in the Indenture unless otherwise indicated. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, as in effect on the date of the IndentureAct. This Note is The Notes are subject to all such terms, and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act for a statement of themall such terms. Capitalized To the extent permitted by applicable law, in the event of any inconsistency between the terms used in of this Note shall have the meanings assigned to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents terms of the Indenture shall control. The Notes are unsecured, general senior subordinated obligations of the Company. The Indenture limits the original aggregate principal amount of the Notes to $300,000,000 (subject to Section 2.16 of the Indenture). The Company shall be entitled, subject to its compliance with Section 4.02 of the Indenture, to issue Additional Notes pursuant to Section 2.16 of the Indenture. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Notes and all other amounts payable by the Company under the Indenture and the Intercreditor Agreement. IfNotes when and as the same shall be due and payable, after whether at maturity by acceleration or otherwise, according to the date terms of this the Notes and the Indenture, the Company or any Restricted Subsidiary of Guarantors have unconditionally guaranteed (and future Guarantors, together with the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted SubsidiaryGuarantors, the Notes will be guaranteed by unconditionally guarantee), jointly and severally, such Domestic Subsidiary and the Notes and other Note Obligations will be secured obligations on a second priority senior subordinated basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject pursuant to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Exchange Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Exchange Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 7 1/8% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2009, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$750,000,000. The terms of this Note the Exchange Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Exchange Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Exchange Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6 5/8% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2004, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$700,000,000. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6 1/2% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2002, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$400,000,000. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50% Senior Secured Second Lien the Floating Rate Notes Due 2017 (the “Notes”)due 2000, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$575,000,000. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note Exchange Debenture is one of a the duly authorized issue of Notes senior debentures, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Exchange Debenture is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 7 3/4% Senior Secured Second Lien Notes Exchange Debentures Due 2017 (the “Notes”)2029, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$550,000,000. The terms of this Note the Exchange Debentures include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Exchange Debentures are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Exchange Debentures have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Exchange Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Exchange Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6.45% Senior Secured Second Lien Notes Due 2017 (the “Notes”)due 2001, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$425,000,000. The terms of this Note the Exchange Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Exchange Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Exchange Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6.45% Senior Secured Second Lien Notes Due 2017 (the “Notes”)due 2001, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$425,000,000. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 7 1/8% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2009, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$750,000,000. The terms of this Note the Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Exchange Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Exchange Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6 1/2% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2002, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$400,000,000. The terms of this Note the Exchange Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Exchange Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Exchange Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.

Indenture; Limitations. This Exchange Note is one of a the duly authorized issue of Notes senior Notes, notes, bonds or other evidences of indebtedness of the Company, of the series herein specified, all issued or to be issued under and pursuant to the Indenture, to which reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee and any agent of the Trustee, any Paying Agent, the Company and the Holders of the Securities and the terms upon which the Securities are issued and are to be authenticated and delivered. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest (if any) at different rates, may have different conversion prices or exchange provisions (if any), may be subject to different redemption provisions (if any), may be subject to different sinking, purchase or analogous funds (if any), may be subject to different covenants and Events of Default and may otherwise vary as provided or permitted in the Indenture. This Exchange Note is one of the series of Securities of the Company issued pursuant to the Indenture and is designated as its 8.50the 6 5/8% Senior Secured Second Lien Notes Due 2017 (the “Notes”)2004, issued under an Indenture dated as of March 30, 2012 (together with any supplemental indentures thereto, the “Indenture”), among the Company, the Guarantors from time limited in aggregate principal amount to time party thereto, and the Trustee and Collateral Agent$700,000,000. The terms of this Note the Exchange Notes include those stated in the Indenture and those required by or made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, and the Securities Act of 1933, as in effect on the date of the Indentureamended. This Note is The Exchange Notes are subject to all such terms, terms and the Holder of this Note is Holders are referred to the Indenture and said the Trust Indenture Act of 1939, as amended, for a statement of themthose terms. Capitalized terms used but not defined in this Note shall the Exchange Notes have the meanings assigned ascribed to them in the Indenture unless otherwise indicated. The Notes and other Note Obligations are secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of the Company, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of this Indenture, the Company or any Restricted Subsidiary of the Company forms or acquires any Domestic Subsidiary that is a Wholly Owned Restricted Subsidiary, the Notes will be guaranteed by such Domestic Subsidiary and the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on substantially all of the assets (other than Excluded Assets) of such Domestic Subsidiary, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, any Restricted Subsidiary that is not a Guarantor guarantees or provides credit support for (other than by granting Liens on its assets) any Priority Lien Obligations or any Parity Lien Obligations, the Notes will be guaranteed by such Restricted Subsidiary, subject to the terms of the Indenture. If, after the date of the Indenture, the Priority Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Priority Lien (other than Rule 3-16 Excluded Assets, but including any other Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement. If, after the date of the Indenture, the Parity Lien Debt is secured by Liens on any assets of the Company or its Restricted Subsidiaries not theretofore subject to a Parity Lien (including any Excluded Assets), the Notes and other Note Obligations will be secured on a second priority basis (subject to Priority Liens and Permitted Prior Liens and on an equal and ratable basis with Parity Liens) by Liens on such assets, subject to the terms of the Indenture, the Security Documents and the Intercreditor Agreement.